Agere Systems Acquires Modem-Art, a Leading Developer of 3G/UMTS Processors
March 08 2005 - 8:21AM
PR Newswire (US)
Agere Systems Acquires Modem-Art, a Leading Developer of 3G/UMTS
Processors -- Acquisition Combines Teams Leading the Race to
W-EDGE(TM) Solutions for Mass-Market Mobile Phones ALLENTOWN, Pa.,
March 8 /PRNewswire-FirstCall/ -- Agere Systems
(NYSE:AGR.ANYSE:AGR.B) today announced that it has acquired
Modem-Art Ltd., a privately held developer of advanced processor
technology for 3G/UMTS mobile devices. With this acquisition, which
complements Agere's existing products, Agere is further enhancing
its ability to address rapidly evolving cellular technologies with
integrated chips and software for today's 3G market and widely
anticipated future demand for HSDPA (High Speed Downlink Packet
Access) technology. To date, Agere and Modem-Art have already
secured multiple 3G/UMTS designs with leading wireless device
manufacturers for phones and PC card applications. (Logo:
http://www.newscom.com/cgi-bin/prnh/20040618/AGERELOGO ) Agere
acquired the Israel-based company for $145.1 million, consisting of
cash and stock. Agere will pay $30.5 million in cash and will issue
approximately 70.3 million shares of its Class A common stock in
the acquisition, valued at about $114.6 million based on the
closing price of $1.63 for Agere Class A common stock on March 7,
2005. The company expects that it will record a one-time charge for
purchased in-process research and development expenses related to
the acquisition in the quarter ending March 31, 2005. The amount
has not yet been determined. Excluding the in-process research and
development charges and amortization of acquired intangibles, the
impact of the acquisition on fiscal 2005 earnings per share is
expected to be minimal. Enabling mobile data at up to 384 kilobits
per second (kbps), 3G technology delivers the increased bandwidth
needed to support such feature- rich applications as real-time
audio and video streaming. Service providers will rely on phone
makers and solutions suppliers that are able to provide this
technology as they look to maintain and increase average revenue
per user. "Modem-Art adds best-in-class UMTS physical layer
technology to our portfolio with the evolutionary flexibility that
will help us to continue delivering reliable products as network
technologies advance for many years to come," said Luc Seraphin,
vice president of Agere's Mobility Division. "This acquisition is a
milestone in an 18-month relationship from which we have already
successfully launched a proven silicon and software solution that
is receiving widespread market acceptance." Last month, Agere
announced broad sampling of its first 3G standard product,
Sceptre(R) HPU, which delivers W-EDGE(TM) capability by combining
Agere's proven dual-mode protocol stack and EDGE capabilities with
Modem-Art's programmable processing technology. This acquisition
allows Agere to bring Modem-Art's unique, programmable processor
technology in-house, obtaining this intellectual property for the
broad deployment of its W-EDGE products, as well as securing an
accelerated path as networks are upgraded to HSDPA connections
supporting data transmissions of up to 14 megabits per second
(Mbps). It also enables broader market deployment for Modem-Art's
product, which has already received excellent market feedback.
"Over the years, Modem-Art has set itself apart as a developer of
leading- edge technology with programmable modem engines
demonstrating our clear understanding of ever-changing cellular
market requirements," said Shlomo Gadot, co-chief executive officer
of Modem-Art. "We are pleased to take this formal step which
combines two highly gifted and familiar development teams focused
on delivering reliable, system-level solutions." Dr. Yossi Kofman,
Modem-Art co-chief executive officer, added, "We are joining forces
at a pivotal moment in the evolution of mobile communications, and
together Agere and Modem-Art are aiming to provide unmatched
solutions that will help speed mass market adoption of new and
exciting wireless applications." Agere supplies proven silicon and
software solutions that address evolving network technologies and
are optimized to provide uncompromising mobility for users of
wireless devices. Its Sceptre line of integrated chips and software
has been deployed in phones operating over more than 100 networks.
The company is the second leading supplier worldwide of GPRS/EDGE
baseband chips, according to IDC.* Modem-Art specializes in
developing technology for wideband and broadband communications
systems. Its programmable modem engines are designed to deliver the
flexibility needed as network technology evolves by being fully
software upgradeable, bringing significant time-to-market benefits
for mobile handset vendors. Modem-Art currently markets its MA1050
processor as a fully 3GPP Release 99 and Release 4
standards-compliant physical layer solution. All 40 Modem-Art
employees will join Agere and be based in Raanana, Israel. For more
information on Agere's UMTS, W-EDGE, EDGE and GPRS mobile
processing solutions and reference platforms, customers may visit
Agere's Web site at http://www.agere.com/ or contact one of Agere's
regional sales offices. Customers in the U.S. may also call the
Agere Systems Customer Response Center at 1-800-372-2447. Customers
in Canada may call 1-800-553-2448. Customers outside those
countries may call 1-610-712-4323. Fax inquiries may be directed to
1-610-712-4106, or e-mail queries to . Written inquiries should be
sent to Agere Systems, Room 10A-301C, 1110 American Parkway NE,
Lehigh Valley Central Campus, Allentown, PA 18109, USA. About Agere
Systems Agere Systems is a global leader in semiconductors for
storage, wireless data, and public and enterprise networks. The
company's chips and software power a broad range of computing and
communications applications, from cell phones, PCs, PDAs, hard disk
drives and gaming devices to the world's most sophisticated
wireless and wireline networks. Agere's customers include top
manufacturers of consumer electronics, communications and computing
equipment. Agere's products connect people to information and
entertainment at home, at work and on the road -- enabling the
connected lifestyle. * IDC market data from June 2004 Agere and
Sceptre are registered trademarks, and W-EDGE, Agere Systems and
the Agere Systems logo are trademarks of Agere Systems Inc. This
release contains forward-looking statements based on information
currently available to Agere. Agere's actual results could differ
materially from the results stated or implied by those
forward-looking statements due to a number of risks and
uncertainties. These risks and uncertainties include, but are not
limited to, our reliance on major customers and suppliers, our
ability to keep pace with technological change, our dependence on
new product development, price and product competition,
availability of manufacturing capacity, customer demand for our
products and services, and general industry and market conditions.
For a further discussion of these and other risks and
uncertainties, see our annual report on Form 10-K for the fiscal
year ended September 30, 2004, and our quarterly report on Form
10-Q for the quarter ended December 31, 2004. Agere disclaims any
intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
http://www.newscom.com/cgi-bin/prnh/20040618/AGERELOGO
http://photoarchive.ap.org/ DATASOURCE: Agere Systems CONTACT:
Media Contact: JoAnna Schooler, +1-610-712-1746 (office),
+1-908-283-4060 (cellular), , or Investor Contact: Sujal Shah,
+1-610-712-5471 (office), , both of Agere Systems Web site:
http://www.agere.com/
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