SAN JOSE, Calif.--(BUSINESS WIRE)-- Tessera Technologies, Inc. (Nasdaq: TSRA) (the "Company") announced it has received a letter from Starboard Value and Opportunity Master Fund Ltd and its affiliates and director nominees (together "Starboard").
In the letter Starboard stated it holds less than 1.3% of the shares outstanding and intends to nominate candidates to fill half of the positions on the Company's Board of Directors. According to the letter, Starboard holds 622,916 shares of the Company, 621,916 of which it purchased in December 2011, and intends to nominate Messrs. Maury Austin, Peter A. Feld and Jeffery S. McCreary for election at the 2012 Annual Meeting of the Stockholders of Tessera Technologies, Inc. According to public filings, Starboard owns approximately 9.9% of MIPS Technologies, Inc., where Mr. Austin is the former CFO and Mr. McCreary is a board member.
The Company issued the following statement:
"The Board of Directors of the Company is single-mindedly focused on enhancing value for all stockholders. Since installing Bob Young as CEO a little more than six months ago, the Board has taken decisive steps to chart a new path for the Company that will capitalize on the significant growth opportunities that the Company uniquely enjoys. Our Micro-electronics business continues to generate strong cash flow that we are prudently re-investing in new packaging solutions and in patented technology in adjacent and other vertical markets. Our Digital Optics business is now pursuing a large, transformational market opportunity that will produce measurable results in the next twelve months, exploiting technology that is proven and disruptive, with a clear path to commercialization. The Company has the right Board and management team in place to execute on these opportunities and to deliver value for the Company's stockholders.
We welcome an open and active dialogue with our stockholders. We regret that Starboard did not see fit to engage in dialogue with us prior to delivering its letter, but we look forward to the opportunity to engage in discussions with Starboard and all of our stockholders in the coming weeks. We know our stockholders need to understand the strategic plan and the concrete steps the Company is taking to execute on it. We are confident that as our stockholders understand the plan and the pace on which we are moving to realize it, our stockholders will be as excited about the Company's prospects as we are."
Friday, January 6, 2012
Thursday, January 5, 2012
Trident Microsystems files for Bankruptcy
SUNNYVALE, Calif., Jan. 4, 2012 (GLOBE NEWSWIRE) -- Trident Microsystems, Inc. ("Trident" or "the Company") today announced that the Company and its Cayman subsidiary, Trident Microsystems (Far East) Ltd. have filed voluntary petitions under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. Trident will shortly file for protection in the Cayman Islands as well.
As part of the filing, Trident has filed a motion to approve the bid procedures for the sale of its Set-Top-Box business operations to Entropic Communications, Inc. ("Entropic") pursuant to the asset purchase agreement included with the motion. Trident intends to continue to operate all of its business lines in the ordinary course and has ample liquidity to do so, while it completes the Bankruptcy approval process regarding the sale of its Set-Top-Box business to Entropic and explores strategic alternatives for its remaining business units.
"Trident, like many of its competitors, has been undergoing rapid changes which have hindered its ability to operate profitably," stated Dr. Bami Bastani, chief executive officer of Trident. "A combination of increased pricing pressures in our industry, lower demand in consumer electronics, and slower than anticipated new product adoption has contributed to increased operating losses, a deterioration in liquidity and an erosion in equity values for Trident." Trident recently announced that it was exploring a number of strategic alternatives, and this process led to the contemplated sale of the Set-Top-Box business to Entropic (Nasdaq:ENTR), a leading provider of silicon and software solutions for the home entertainment market. Bastani added that "we are extremely pleased with the opportunity that Entropic provides for not only our Set-Top-Box business, but also our key suppliers and vendors, customers and our dedicated employees throughout the world." This transaction has been approved by the Boards of Directors of Trident and Entropic. The sale of the Set-Top-Box business to Entropic will be subject to a bidding process and approval by the Bankruptcy Court and the Cayman court, and it is expected that the sale will close in late February, 2012.
Trident also announced that it has entered into a license agreement with RDA Technologies, Ltd., pursuant to which it granted a non exclusive license to its SX-5 SOC product for the television market. Under the license agreement, Trident has received an upfront fee of $7.5 million and expects to receive an additional $8.5 million in the near term. As a result of cost cutting efforts, the RDA license agreement, and the receipt of funds from the sale of its facility in China, the Company believes its cash balance as of December 31, 2011 provides adequate liquidity to continue to meet customer and vendor requirements while the marketing efforts for its key assets continues.
During the interim, Trident expects that Chapter 11 protection will enable the Company to conduct its business operations in the ordinary course. To that end, the Company is seeking approval from the court for a variety of First Day and other initial motions, including requests to make wage and benefit payments to employees and continuation of the Company's global cash management system.
None of Trident's other operating subsidiaries are subject to the Chapter 11 proceedings, and they will continue to operate in the ordinary course of their businesses.
Additional information on the filing can be found at the Claims Agent's website atwww.kccllc.net/trident.
As part of the filing, Trident has filed a motion to approve the bid procedures for the sale of its Set-Top-Box business operations to Entropic Communications, Inc. ("Entropic") pursuant to the asset purchase agreement included with the motion. Trident intends to continue to operate all of its business lines in the ordinary course and has ample liquidity to do so, while it completes the Bankruptcy approval process regarding the sale of its Set-Top-Box business to Entropic and explores strategic alternatives for its remaining business units.
"Trident, like many of its competitors, has been undergoing rapid changes which have hindered its ability to operate profitably," stated Dr. Bami Bastani, chief executive officer of Trident. "A combination of increased pricing pressures in our industry, lower demand in consumer electronics, and slower than anticipated new product adoption has contributed to increased operating losses, a deterioration in liquidity and an erosion in equity values for Trident." Trident recently announced that it was exploring a number of strategic alternatives, and this process led to the contemplated sale of the Set-Top-Box business to Entropic (Nasdaq:ENTR), a leading provider of silicon and software solutions for the home entertainment market. Bastani added that "we are extremely pleased with the opportunity that Entropic provides for not only our Set-Top-Box business, but also our key suppliers and vendors, customers and our dedicated employees throughout the world." This transaction has been approved by the Boards of Directors of Trident and Entropic. The sale of the Set-Top-Box business to Entropic will be subject to a bidding process and approval by the Bankruptcy Court and the Cayman court, and it is expected that the sale will close in late February, 2012.
Trident also announced that it has entered into a license agreement with RDA Technologies, Ltd., pursuant to which it granted a non exclusive license to its SX-5 SOC product for the television market. Under the license agreement, Trident has received an upfront fee of $7.5 million and expects to receive an additional $8.5 million in the near term. As a result of cost cutting efforts, the RDA license agreement, and the receipt of funds from the sale of its facility in China, the Company believes its cash balance as of December 31, 2011 provides adequate liquidity to continue to meet customer and vendor requirements while the marketing efforts for its key assets continues.
During the interim, Trident expects that Chapter 11 protection will enable the Company to conduct its business operations in the ordinary course. To that end, the Company is seeking approval from the court for a variety of First Day and other initial motions, including requests to make wage and benefit payments to employees and continuation of the Company's global cash management system.
None of Trident's other operating subsidiaries are subject to the Chapter 11 proceedings, and they will continue to operate in the ordinary course of their businesses.
Additional information on the filing can be found at the Claims Agent's website atwww.kccllc.net/trident.
Entropic Bids for Trident's Set-Top Box Business
SAN DIEGO, Jan. 4, 2012 (GLOBE NEWSWIRE) -- Entropic Communications, Inc. (Nasdaq:ENTR), a leading provider of silicon and software solutions to enable connected home entertainment, today announced it has filed an asset purchase agreement as "stalking horse" bidder to purchase certain assets of Trident Microsystems' (Nasdaq:TRID) set-top box (STB) system on a chip (SoC) business in connection with Trident's Chapter 11 bankruptcy filing on January 4, 2012. The planned USD$55 million acquisition would bring together two highly complementary technologies, product lines, and teams.
"The acquisition of Trident Microsystems' set-top box business provides an important strategic opportunity for Entropic by enabling us to combine our best-in-class MoCA solutions, including MoCA2, with Trident's system on a chip (SoC) business to deliver a complete system solution to the world's premier cable, telco and satellite service providers, while expanding our total addressable market over the next several years," said Patrick Henry, president and CEO, Entropic. "Additionally, this acquisition would provide us with key talented resources, increased scale, valuable intellectual property, broader customer relationships and an expanded worldwide footprint to ensure sustained success in our core markets and accelerated penetration in the global SoC markets."
"Trident's set-top box SoC business is highly complementary to Entropic's leading MoCA solutions product line," said Bami Bastani, president and CEO, Trident. "Our mutual culture of technical innovation and execution excellence, along with our multi-year history of product collaboration, should allow a seamless hand-off for our OEM customers and service providers."
As part of the intended acquisition, Entropic would obtain Trident's complete STB product portfolio, comprised of a comprehensive suite of digital STB components and system solutions for worldwide satellite, terrestrial, cable and IPTV networks. The Company's STB product offering includes STB SoCs, DOCSIS® modems, interface devices and media processors. In addition, Trident's STB product line-up features a range of ARM Cortex-A9 based SoCs that have been optimized for leading Web technologies such as Adobe® Flash, HTML5 and OpenGLES2.0 gaming as well as cost optimized standard definition and high definition Digital Terminal Adapter (SD/HD-DTA) devices to meet the needs of cable/multiple system operator (MSO) analog reclamation initiatives.
Entropic intends to invest in service and support for the existing Trident STB customer base, as well as advance Trident's STB product line by continuing to invest in its development -- leveraging mutual strengths of both companies' technologies to provide customers with next generation, integrated Multimedia over Coax (MoCA®) based chip-set solutions.
The assets to be acquired under the agreement include Trident's specific STB products, patents and other intellectual property, certain tangible assets and inventory. To complement its products, Trident also offers complete reference designs that are bundled with a range of operating systems, middleware, drivers and development tools – all of which would fall under the Entropic brand upon completion of the sale to Entropic.
Entropic would plan to hire approximately 385 Trident employees located primarily in China, India, the United Kingdom, Taiwan, Korea and the United States. Entropic would also acquire facilities in Austin, Texas, Belfast, Northern Ireland and Hyderabad, India and would use portions of Trident's facilities in China, Taiwan and Korea under a facilities use agreement while Entropic assesses its facilities requirements.
The purchase price is USD$55 million in cash, plus assumption of specified liabilities upon the closing of the transaction, subject to adjustment for closing working capital balances and other matters, as set forth in the asset purchase agreement. Trident has selected Entropic as its stalking horse bidder with customary protections, subject to Bankruptcy Court approval. The asset purchase agreement to be entered between Trident and Entropic has been filed with the United States Bankruptcy Court for the District of Delaware along with Trident's motion seeking the establishment of bidding procedures for an auction that allows other qualified bidders to submit higher or otherwise better offers, as required under Section 363 of the U.S. Bankruptcy Code. Entropic expects that hearings before those courts to approve bidding procedures, break-up fees and expense reimbursement will be held within the next two weeks, followed by an auction, with hearings for approval of the ultimate sale to be held thereafter. Consummation of the transaction, which is expected to occur in the first quarter of 2012, remains subject to higher or otherwise better offers, approval by the United States Bankruptcy Court and customary closing conditions.
"The acquisition of Trident Microsystems' set-top box business provides an important strategic opportunity for Entropic by enabling us to combine our best-in-class MoCA solutions, including MoCA2, with Trident's system on a chip (SoC) business to deliver a complete system solution to the world's premier cable, telco and satellite service providers, while expanding our total addressable market over the next several years," said Patrick Henry, president and CEO, Entropic. "Additionally, this acquisition would provide us with key talented resources, increased scale, valuable intellectual property, broader customer relationships and an expanded worldwide footprint to ensure sustained success in our core markets and accelerated penetration in the global SoC markets."
"Trident's set-top box SoC business is highly complementary to Entropic's leading MoCA solutions product line," said Bami Bastani, president and CEO, Trident. "Our mutual culture of technical innovation and execution excellence, along with our multi-year history of product collaboration, should allow a seamless hand-off for our OEM customers and service providers."
As part of the intended acquisition, Entropic would obtain Trident's complete STB product portfolio, comprised of a comprehensive suite of digital STB components and system solutions for worldwide satellite, terrestrial, cable and IPTV networks. The Company's STB product offering includes STB SoCs, DOCSIS® modems, interface devices and media processors. In addition, Trident's STB product line-up features a range of ARM Cortex-A9 based SoCs that have been optimized for leading Web technologies such as Adobe® Flash, HTML5 and OpenGLES2.0 gaming as well as cost optimized standard definition and high definition Digital Terminal Adapter (SD/HD-DTA) devices to meet the needs of cable/multiple system operator (MSO) analog reclamation initiatives.
Entropic intends to invest in service and support for the existing Trident STB customer base, as well as advance Trident's STB product line by continuing to invest in its development -- leveraging mutual strengths of both companies' technologies to provide customers with next generation, integrated Multimedia over Coax (MoCA®) based chip-set solutions.
The assets to be acquired under the agreement include Trident's specific STB products, patents and other intellectual property, certain tangible assets and inventory. To complement its products, Trident also offers complete reference designs that are bundled with a range of operating systems, middleware, drivers and development tools – all of which would fall under the Entropic brand upon completion of the sale to Entropic.
Entropic would plan to hire approximately 385 Trident employees located primarily in China, India, the United Kingdom, Taiwan, Korea and the United States. Entropic would also acquire facilities in Austin, Texas, Belfast, Northern Ireland and Hyderabad, India and would use portions of Trident's facilities in China, Taiwan and Korea under a facilities use agreement while Entropic assesses its facilities requirements.
The purchase price is USD$55 million in cash, plus assumption of specified liabilities upon the closing of the transaction, subject to adjustment for closing working capital balances and other matters, as set forth in the asset purchase agreement. Trident has selected Entropic as its stalking horse bidder with customary protections, subject to Bankruptcy Court approval. The asset purchase agreement to be entered between Trident and Entropic has been filed with the United States Bankruptcy Court for the District of Delaware along with Trident's motion seeking the establishment of bidding procedures for an auction that allows other qualified bidders to submit higher or otherwise better offers, as required under Section 363 of the U.S. Bankruptcy Code. Entropic expects that hearings before those courts to approve bidding procedures, break-up fees and expense reimbursement will be held within the next two weeks, followed by an auction, with hearings for approval of the ultimate sale to be held thereafter. Consummation of the transaction, which is expected to occur in the first quarter of 2012, remains subject to higher or otherwise better offers, approval by the United States Bankruptcy Court and customary closing conditions.
Mindspeed Technologies to Acquire Picochip
NEWPORT BEACH, Calif.--(BUSINESS WIRE)--Mindspeed Technologies, Inc. (NASDAQ: MSPD), a leading supplier of semiconductor solutions for network infrastructure applications, today announced that it has signed a definitive agreement to acquire U.K.-based Picochip Limited, a leading supplier of integrated system-on-chip (SoC) solutions for small cell base stations, for a purchase price of approximately $51.8 million, plus a potential earnout payment of up to $25 million payable in the first calendar quarter of 2013.
Together, Mindspeed and Picochip will offer the most comprehensive portfolio of base station semiconductor solutions on the market, from residential to enterprise to pico/metro applications. Through this timely combination, Mindspeed's enhanced product roadmap for single- and multi-mode 3G/4G solutions will enable it to capitalize on the rapid acceleration of the small cell wireless base station market, while also addressing comprehensive support for all 3G and 4G global air interface standards. Management estimates the total addressable market for the combined entity will grow to $3.0 billion by 2016. Management also believes technology synergies, operational synergies and opportunities for cross-selling products within each company’s customer base are substantial.The expected acquisition will create the clear market leader in small cell base station solutions for next generation mobile broadband communications infrastructure, an explosive growth market. Research firm Mobile Experts LLC predicts small cell base station shipments will grow to 24 million units by 2016, creating a market for alternative cells, which could exceed the macrocell market in terms of transceiver unit shipments during the next four years.
For Picochip, Mindspeed will pay cash of $27.5 million and approximately 5.19 million in new shares of Mindspeed common stock, amounting to approximately 15 percent of outstanding Mindspeed shares, for a total of $24.3 million, based upon the closing price of Mindspeed’s common stock on January 4, 2012. The cash portion of the initial purchase price will be financed in part with bank debt. The terms also include an earnout provision, whereby the purchase price can increase by up to $25 million, contingent on the achievement of certain milestones. The earnout, which is payable in the first calendar quarter of 2013, may be paid in cash, Mindspeed common stock or a combination thereof, at Mindspeed’s discretion.
The transaction has been approved by Mindspeed’s and Picochip’s boards of directors and is subject to certain closing conditions. The transaction is expected to close in the first calendar quarter of 2012. Mindspeed currently expects the acquisition, inclusive of anticipated synergies, to be accretive to non-GAAP earnings per share in the second half of calendar 2012.
“Our acquisition of Picochip establishes our position as a global leader in wireless infrastructure semiconductor solutions for next generation mobile broadband communications,” said Raouf Y. Halim, chief executive officer of Mindspeed. “It is a great strategic fit for several reasons. First, it positions Mindspeed as the clear leader in small cell base station technology with the industry’s broadest small cell product offering, addressing a significantly expanded market opportunity of $3.0 billion by 2016. Second, it enhances our competitive position as we join our respective 3G/4G technologies to offer single- and multi-mode solutions that we believe will provide us a time-to-market and product performance advantage relative to competitors. Third, it gives us the scale to lead the industry’s move toward fixed/mobile broadband convergence; a trend which we believe will drive revenue and earnings growth for Mindspeed in the future.”
Nigel Toon, chief executive officer and president of Picochip, stated, “Mindspeed is the ideal acquirer for us. Together, we have valuable technology and customer synergies, given Picochip’s carrier-qualified 3G wireless technology leadership with over 70 percent market share in 3G/high-speed packet access (HSPA) and Mindspeed’s proven pathway as the long-term evolution (LTE) small cell pioneer with the Transcede® product family. Our combined resources create one of the largest SoC development groups in the wireless infrastructure sector with complementary intellectual property scale and expertise to deliver the solutions that this fast-moving market demands.”
Raymond James & Associates, Inc. is acting as Mindspeed’s financial advisor, and Wilson Sonsini Goodrich & Rosati, P.C. is serving as Mindspeed’s legal advisor. Barclays Capital is acting as Picochip’s financial advisor and Fenwick & West LLP is serving as Picochip’s legal advisor.
About Mindspeed Technologies
Mindspeed Technologies (NASDAQ: MSPD) is a leading provider of network infrastructure semiconductor solutions to the communications industry. The company's low-power system-on-chip (SoC) products are helping to drive video, voice and data applications in worldwide fiber-optic networks and enable advanced processing for 3G and long-term evolution (LTE) mobile networks. The company's high-performance analog products are used in a variety of optical, enterprise, industrial and video transport systems. Mindspeed's products are sold to original equipment manufacturers (OEMs) around the globe.
About Picochip
Picochip is enabling the next generation of wireless infrastructure. Its picoXcell™ family of optimized silicon devices is the leader in the fast growing market for femtocell access points. Its picoArray™ family of flexible wireless processors is the leading solution for OFDMA-based network equipment, and is backed by comprehensive software support for global standards such as EDGE, HSPA, HSPA+, TD-SCDMA, WiMAX, LTE, cdma2000 and GSM. Located in Bath, UK and Beijing, China, Picochip is re-shaping mobile networks.
For more information, visit www.picochip.com and Twitter: @picochip_femto.
Together, Mindspeed and Picochip will offer the most comprehensive portfolio of base station semiconductor solutions on the market, from residential to enterprise to pico/metro applications. Through this timely combination, Mindspeed's enhanced product roadmap for single- and multi-mode 3G/4G solutions will enable it to capitalize on the rapid acceleration of the small cell wireless base station market, while also addressing comprehensive support for all 3G and 4G global air interface standards. Management estimates the total addressable market for the combined entity will grow to $3.0 billion by 2016. Management also believes technology synergies, operational synergies and opportunities for cross-selling products within each company’s customer base are substantial.The expected acquisition will create the clear market leader in small cell base station solutions for next generation mobile broadband communications infrastructure, an explosive growth market. Research firm Mobile Experts LLC predicts small cell base station shipments will grow to 24 million units by 2016, creating a market for alternative cells, which could exceed the macrocell market in terms of transceiver unit shipments during the next four years.
For Picochip, Mindspeed will pay cash of $27.5 million and approximately 5.19 million in new shares of Mindspeed common stock, amounting to approximately 15 percent of outstanding Mindspeed shares, for a total of $24.3 million, based upon the closing price of Mindspeed’s common stock on January 4, 2012. The cash portion of the initial purchase price will be financed in part with bank debt. The terms also include an earnout provision, whereby the purchase price can increase by up to $25 million, contingent on the achievement of certain milestones. The earnout, which is payable in the first calendar quarter of 2013, may be paid in cash, Mindspeed common stock or a combination thereof, at Mindspeed’s discretion.
The transaction has been approved by Mindspeed’s and Picochip’s boards of directors and is subject to certain closing conditions. The transaction is expected to close in the first calendar quarter of 2012. Mindspeed currently expects the acquisition, inclusive of anticipated synergies, to be accretive to non-GAAP earnings per share in the second half of calendar 2012.
“Our acquisition of Picochip establishes our position as a global leader in wireless infrastructure semiconductor solutions for next generation mobile broadband communications,” said Raouf Y. Halim, chief executive officer of Mindspeed. “It is a great strategic fit for several reasons. First, it positions Mindspeed as the clear leader in small cell base station technology with the industry’s broadest small cell product offering, addressing a significantly expanded market opportunity of $3.0 billion by 2016. Second, it enhances our competitive position as we join our respective 3G/4G technologies to offer single- and multi-mode solutions that we believe will provide us a time-to-market and product performance advantage relative to competitors. Third, it gives us the scale to lead the industry’s move toward fixed/mobile broadband convergence; a trend which we believe will drive revenue and earnings growth for Mindspeed in the future.”
Nigel Toon, chief executive officer and president of Picochip, stated, “Mindspeed is the ideal acquirer for us. Together, we have valuable technology and customer synergies, given Picochip’s carrier-qualified 3G wireless technology leadership with over 70 percent market share in 3G/high-speed packet access (HSPA) and Mindspeed’s proven pathway as the long-term evolution (LTE) small cell pioneer with the Transcede® product family. Our combined resources create one of the largest SoC development groups in the wireless infrastructure sector with complementary intellectual property scale and expertise to deliver the solutions that this fast-moving market demands.”
Raymond James & Associates, Inc. is acting as Mindspeed’s financial advisor, and Wilson Sonsini Goodrich & Rosati, P.C. is serving as Mindspeed’s legal advisor. Barclays Capital is acting as Picochip’s financial advisor and Fenwick & West LLP is serving as Picochip’s legal advisor.
About Mindspeed Technologies
Mindspeed Technologies (NASDAQ: MSPD) is a leading provider of network infrastructure semiconductor solutions to the communications industry. The company's low-power system-on-chip (SoC) products are helping to drive video, voice and data applications in worldwide fiber-optic networks and enable advanced processing for 3G and long-term evolution (LTE) mobile networks. The company's high-performance analog products are used in a variety of optical, enterprise, industrial and video transport systems. Mindspeed's products are sold to original equipment manufacturers (OEMs) around the globe.
About Picochip
Picochip is enabling the next generation of wireless infrastructure. Its picoXcell™ family of optimized silicon devices is the leader in the fast growing market for femtocell access points. Its picoArray™ family of flexible wireless processors is the leading solution for OFDMA-based network equipment, and is backed by comprehensive software support for global standards such as EDGE, HSPA, HSPA+, TD-SCDMA, WiMAX, LTE, cdma2000 and GSM. Located in Bath, UK and Beijing, China, Picochip is re-shaping mobile networks.
For more information, visit www.picochip.com and Twitter: @picochip_femto.
Thursday, December 29, 2011
Invensas Purchases 73 MoSys Patents
SANTA CLARA, Calif. & SAN JOSE, Calif.--(BUSINESS WIRE)--MoSys, Inc. (Nasdaq: MOSY) and Invensas Corporation, a wholly owned subsidiary of Tessera Technologies, Inc. (Nasdaq: TSRA), announced today that they entered into a patent purchase agreement. Under the agreement, Invensas purchased 43 United States and 30 foreign memory technology patents from MoSys for $35 million in cash. MoSys retained a royalty-free license to the patents to cover its Bandwidth Engine® product line and technology partners, along with related rights to offer sublicenses to current and future partners.
“The MoSys patents are very relevant to industry-standard DRAM products that have been shipping from the fabs of our potential licensees. The MoSys transaction represents an important milestone in our ongoing acquisition program,” said Simon McElrea, president, Invensas Corporation.
“We are pleased with this transaction as it provides MoSys and its current licensees with continued access to the patents and allows us to strengthen our balance sheet,” stated Len Perham, president and chief executive officer, MoSys. “The combination of the retained license and the non-dilutive source of funding made this transaction very appealing.”
“The MoSys patents are very relevant to industry-standard DRAM products that have been shipping from the fabs of our potential licensees. The MoSys transaction represents an important milestone in our ongoing acquisition program,” said Simon McElrea, president, Invensas Corporation.
“We are pleased with this transaction as it provides MoSys and its current licensees with continued access to the patents and allows us to strengthen our balance sheet,” stated Len Perham, president and chief executive officer, MoSys. “The combination of the retained license and the non-dilutive source of funding made this transaction very appealing.”
Tuesday, December 20, 2011
Linear Technology acquires Dust Networks
MILPITAS, Calif.--(BUSINESS WIRE)--Linear Technology Corporation (NASDAQ: LLTC), a leader in high performance analog integrated circuits, today announced the acquisition of Dust Networks, Inc., a leading provider of low power wireless sensor network (WSN) technology. The acquisition of Dust Networks, based in Hayward, CA, will enable Linear to offer a complete high performance wireless sensor networking solution. Dust Networks’ low power radio and software technology complements Linear’s strengths in industrial instrumentation, power management and energy harvesting technology.
Dust Networks’ proven, low power wireless sensor network technology extends Linear’s product portfolio into key growth areas in industrial process control, data acquisition and energy harvesting. Dust Networks’ ultralow power wireless systems complements Linear’s analog and digital sensor interface ICs, and energy harvesting power management products in applications where measurement of physical parameters has traditionally been impractical or impossible.
Erik Soule, Vice President of Signal Conditioning and High Frequency products for Linear Technology, stated, “Dust Networks offers the lowest power radio technology and most complete networking software for building industrial-grade wireless sensor networks. Combined with Linear’s precision low-power sensor interface products and battery-free energy harvesting technology, we can now offer the industry’s highest performance remote monitoring solutions.”
With the growing importance of machine-to-machine communications to enable remote data acquisition, low power wireless sensing is an emerging solution for many end-markets, including industrial process control, building automation and data center energy management.
Joy Weiss, President of Dust Networks, stated, “Dust Networks and Linear are an excellent fit. We already have very complementary products and customers, and with Linear’s global sales reach we can be at the forefront, enabling sensor networks to go wireless on an even broader scale.”
“Smart Dust” was first conceived by Dr. Kris Pister, founder and chief technologist of Dust Networks, as a simple way to deploy intelligent wireless sensors. Dust Networks pioneered SmartMesh® networks that comprise a self-forming mesh of nodes, or “motes,” which collect and relay data, and a network manager that monitors and manages network performance and sends data to the host application. This technology is now the basis for a number of seminal networking standards. The hallmark of Dust Networks’ technology is that it combines low power, standards-based radio technology, time diversity, frequency diversity, and physical diversity—to assure reliability, scalability, wire-free power source flexibility, and ease-of-use. All motes in a SmartMesh network—even the routing nodes—are designed to run on batteries for years, allowing the ultimate flexibility in placing sensors exactly where they need to go with low cost “peel and stick” installations.
Dust Networks’ customers range from the world’s largest industrial process automation and control providers such as GE and Emerson, to innovative, green companies such as Vigilent and Streetline Networks. Dust Networks’ technology can be found in a variety of monitoring and control solutions, including data center energy management, renewable energy, remote monitoring, and transportation.
Terms of the transaction were not disclosed. Although there will be some transaction related costs, Dust’s ongoing results are not expected to be material in the short term to Linear’s financial statements.
About Dust Networks
Founded in 2002, Dust Networks is a pioneer in the field of wireless sensor networking, and is defining the way to connect smart devices. Using standards-based network technology, Dust Networks provides reliable, resilient and scalable products with advanced network management and comprehensive security features. Dust’s broad portfolio includes SmartMesh®IP, SmartMesh Industrial/WirelessHART™ and ZigBee®. Dust Networks provides complete wireless systems solutions, including IEEE 802.15.4 mote modules, mote-on-chips and network and security management software and hardware. For more information, visit www.dustnetworks.com
About Linear Technology
Linear Technology Corporation, a member of the S&P 500, has been designing, manufacturing and marketing a broad line of high performance analog integrated circuits for major companies worldwide for three decades. The Company’s products provide an essential bridge between our analog world and the digital electronics in communications, networking, industrial, automotive, computer, medical, instrumentation, consumer, and military and aerospace systems. Linear Technology produces power management, data conversion, signal conditioning, RF and interface ICs, and µModule® subsystems. For more information, visit www.linear.com
LT, LTC, LTM, µModule and are registered trademarks of Linear Technology Corp. All other trademarks are the property of their respective owners.
Dust Networks’ proven, low power wireless sensor network technology extends Linear’s product portfolio into key growth areas in industrial process control, data acquisition and energy harvesting. Dust Networks’ ultralow power wireless systems complements Linear’s analog and digital sensor interface ICs, and energy harvesting power management products in applications where measurement of physical parameters has traditionally been impractical or impossible.
Erik Soule, Vice President of Signal Conditioning and High Frequency products for Linear Technology, stated, “Dust Networks offers the lowest power radio technology and most complete networking software for building industrial-grade wireless sensor networks. Combined with Linear’s precision low-power sensor interface products and battery-free energy harvesting technology, we can now offer the industry’s highest performance remote monitoring solutions.”
With the growing importance of machine-to-machine communications to enable remote data acquisition, low power wireless sensing is an emerging solution for many end-markets, including industrial process control, building automation and data center energy management.
Joy Weiss, President of Dust Networks, stated, “Dust Networks and Linear are an excellent fit. We already have very complementary products and customers, and with Linear’s global sales reach we can be at the forefront, enabling sensor networks to go wireless on an even broader scale.”
“Smart Dust” was first conceived by Dr. Kris Pister, founder and chief technologist of Dust Networks, as a simple way to deploy intelligent wireless sensors. Dust Networks pioneered SmartMesh® networks that comprise a self-forming mesh of nodes, or “motes,” which collect and relay data, and a network manager that monitors and manages network performance and sends data to the host application. This technology is now the basis for a number of seminal networking standards. The hallmark of Dust Networks’ technology is that it combines low power, standards-based radio technology, time diversity, frequency diversity, and physical diversity—to assure reliability, scalability, wire-free power source flexibility, and ease-of-use. All motes in a SmartMesh network—even the routing nodes—are designed to run on batteries for years, allowing the ultimate flexibility in placing sensors exactly where they need to go with low cost “peel and stick” installations.
Dust Networks’ customers range from the world’s largest industrial process automation and control providers such as GE and Emerson, to innovative, green companies such as Vigilent and Streetline Networks. Dust Networks’ technology can be found in a variety of monitoring and control solutions, including data center energy management, renewable energy, remote monitoring, and transportation.
Terms of the transaction were not disclosed. Although there will be some transaction related costs, Dust’s ongoing results are not expected to be material in the short term to Linear’s financial statements.
About Dust Networks
Founded in 2002, Dust Networks is a pioneer in the field of wireless sensor networking, and is defining the way to connect smart devices. Using standards-based network technology, Dust Networks provides reliable, resilient and scalable products with advanced network management and comprehensive security features. Dust’s broad portfolio includes SmartMesh®IP, SmartMesh Industrial/WirelessHART™ and ZigBee®. Dust Networks provides complete wireless systems solutions, including IEEE 802.15.4 mote modules, mote-on-chips and network and security management software and hardware. For more information, visit www.dustnetworks.com
About Linear Technology
Linear Technology Corporation, a member of the S&P 500, has been designing, manufacturing and marketing a broad line of high performance analog integrated circuits for major companies worldwide for three decades. The Company’s products provide an essential bridge between our analog world and the digital electronics in communications, networking, industrial, automotive, computer, medical, instrumentation, consumer, and military and aerospace systems. Linear Technology produces power management, data conversion, signal conditioning, RF and interface ICs, and µModule® subsystems. For more information, visit www.linear.com
LT, LTC, LTM, µModule and are registered trademarks of Linear Technology Corp. All other trademarks are the property of their respective owners.
Friday, December 9, 2011
Lattice Semiconductor to Acquire SiliconBlue
HILLSBORO, OR--(Marketwire - Dec 9, 2011) - Lattice Semiconductor Corporation (NASDAQ : LSCC) today announced it has entered into a definitive agreement to acquire SiliconBlue Technologies, a pioneer and leader in Custom Mobile Device™ solutions for the consumer handheld market. Utilizing a single chip, ultra-low power Field Programmable Gate Array (FPGA) fabric, SiliconBlue's mobileFPGA™ devices enable mobile designers to quickly add features to their mobile platform in areas such as connectivity, memory / storage, sensor management, and video / imaging. SiliconBlue's mobile FPGA devices have already shipped in the millions of units to top tier consumer OEM's.
Under terms of the agreement, Lattice Semiconductor will pay approximately $62 million in cash for SiliconBlue Technologies. The acquisition is subject to standard closing conditions, with a targeted close in the fourth quarter of 2011. Lattice Semiconductor ended the third quarter of 2011 with a cash, cash equivalents and short-term marketable securities balance of $267.2 million.
Darin G. Billerbeck, Lattice Semiconductor's President and Chief Executive Officer, said, "The acquisition of SiliconBlue is aligned with our Strategic Long Range Plan and will help accelerate our growth strategy in the Mobile Consumer market. Silicon Blue will further strengthen our product roadmap by adding a scalable, low cost, low power nonvolatile memory FPGA, along with key personnel and blue chip customers. Kapil Shankar, SiliconBlue's Chief Executive Officer, will join Lattice Semiconductor as Corporate Vice President of the Mobility Business Unit and will be responsible for the Company's mobility product lines."
The mobile consumer market for PLD's includes digital cameras, smartphones, eReaders, tablets, notebooks and netbooks. Key market growth trends include the drive for longer battery life, more natural interfaces, increased functionality, lower cost and reduced weight.
Mr. Shankar commented, "We are excited to be joining the Lattice Semiconductor family. Lattice gives us the global scale, proven market credibility and financial backing to take SiliconBlue to the next phase of its growth. We think our existing customers will immediately benefit from our new global reach and support. We also expect Lattice's added resources and financial strength will give potential new customers confidence in designing in our mobileFPGA solutions as we work to more fully realize the potential of our pioneering technology."
About SiliconBlue:Founded in 2006, privately held SiliconBlue Technologies is the leader in Custom Mobile Device (CMD) solutions, with over 250 active end customers and more than 40 patents. The company offers a total solution for handset applications, including IP, design services and a new class of ultra-low power, single-chip, CMOS SRAM mobileFPGA devices with patented non-volatile configuration memory (NVCM). The company is headquartered in Santa Clara, California, with offices in China, Taiwan, Korea and Japan. SiliconBlue is a privately held company and includes the following investors; BlueRunVentures, Crosslink Capital, NEA, Apex Venture Partners, TSMC and Atlantic Bridge. For more information, please visit our website atwww.siliconbluetech.com.
About Lattice Semiconductor: Lattice is the source for innovative FPGA, PLD, programmable Power Management solutions. For more information, visit www.latticesemi.com. Follow Lattice via Facebook, RSS and Twitter.
Wednesday, October 26, 2011
PMC-Sierra to acquire RAD3
Calgary, Alberta, October 25, 2011 – RAD3 Communications Inc. (RAD3), a Calgary-based communications intellectual property (IP) company, today announced that it has signed a definitive agreement to be acquired by PMC-Sierra, the semiconductor innovator transforming storage, optical and mobile networks. The team will continue to operate out of its Calgary office.
“We’re excited for our Calgary-based team to be joining an international company of PMC’s caliber,” Roger Bertschmann, president of RAD3. “PMC’s integration and silicon expertise, combined with our leading-edge capability in the design and delivery of communications and storage IP, will enable us to drive industry-changing technologies that transform the network.”
“RAD3’s technologies and highly experienced team are a good fit with PMC,” said Brian Gerson, PMC fellow and vice president of Research and Development. “RAD3’s Forward Error Correction (FEC) and Digital Signal Processing (DSP) technologies will enhance PMC’s ability to offer innovative, high-performance solutions for storage, optical and mobile networks.”
The acquisition is expected to close in November 2011, subject to customary closing conditions.
About RAD3 Communications
RAD3 is a leading supplier of communications intellectual property (IP) for new and emerging wired and wireless communication standards. RAD3’s extensive library of IP solutions enables communication companies to rapidly design and build their products using a suite of industry proven IP. For more information, please visit RAD3’s web site: www.rad3comm.com.
About PMC
PMC (Nasdaq:PMCS) is the semiconductor innovator transforming networks that connect, move and store digital content. Building on a track record of technology leadership, we are driving innovation across storage, optical and mobile networks. Our highly integrated solutions increase performance and enable next-generation services to accelerate the network transformation. For more information, visitwww.pmc-sierra.com.
“We’re excited for our Calgary-based team to be joining an international company of PMC’s caliber,” Roger Bertschmann, president of RAD3. “PMC’s integration and silicon expertise, combined with our leading-edge capability in the design and delivery of communications and storage IP, will enable us to drive industry-changing technologies that transform the network.”
“RAD3’s technologies and highly experienced team are a good fit with PMC,” said Brian Gerson, PMC fellow and vice president of Research and Development. “RAD3’s Forward Error Correction (FEC) and Digital Signal Processing (DSP) technologies will enhance PMC’s ability to offer innovative, high-performance solutions for storage, optical and mobile networks.”
The acquisition is expected to close in November 2011, subject to customary closing conditions.
About RAD3 Communications
RAD3 is a leading supplier of communications intellectual property (IP) for new and emerging wired and wireless communication standards. RAD3’s extensive library of IP solutions enables communication companies to rapidly design and build their products using a suite of industry proven IP. For more information, please visit RAD3’s web site: www.rad3comm.com.
About PMC
PMC (Nasdaq:PMCS) is the semiconductor innovator transforming networks that connect, move and store digital content. Building on a track record of technology leadership, we are driving innovation across storage, optical and mobile networks. Our highly integrated solutions increase performance and enable next-generation services to accelerate the network transformation. For more information, visitwww.pmc-sierra.com.
LSI to acquire SandForce
MILPITAS, Calif., October 26, 2011 – LSI Corporation (NYSE: LSI) today announced that it has signed a definitive agreement to acquire SandForce, Inc., the leading provider of flash storage processors for enterprise and client flash solutions and solid state drives (SSDs). Under the agreement, LSI will pay approximately $322 million in cash, net of cash assumed, and assume approximately $48 million of unvested stock options and restricted shares held by SandForce employees.
SandForce’s award-winning products include flash storage processors at the heart of PCIe flash adapters and SSDs. Flash storage processors provide the intelligence required to deliver the performance and low-latency benefits of flash storage in enterprise and client applications. With market-proven, differentiated DuraClass™ technology, SandForce flash storage processors improve the reliability, endurance and power efficiency of flash-based storage solutions.
The acquisition greatly enhances LSI's competitive position in the fast-growing server and storage PCIe flash adapter market, where the WarpDrive™ family of products from LSI already uses SandForce flash storage processors. The complementary combination of LSI’s custom capability and SandForce’s standard product offering propels LSI into an industry-leading position in the rapidly growing, high-volume flash storage processor market space for ultrabook, notebook and enterprise SSD and flash solutions.
“Flash-based solutions are critical for accelerating application performance in servers, storage and client devices,” said Abhi Talwalkar, LSI president and chief executive officer. “Adding SandForce’s technology to LSI’s broad storage portfolio is consistent with our mission to accelerate storage and networking. The acquisition represents a significant, rapidly growing market opportunity for LSI over the next several years.”
Michael Raam, SandForce president and CEO, said, “The combination of SandForce and LSI allows us to deliver differentiated solutions in the PCIe flash adapter segment by tightly integrating flash memory and management. In addition, leveraging our flash storage processors with LSI’s comprehensive IP portfolio and leading-edge silicon design platforms will lead to innovative solutions.”
The transaction is expected to close early in the first quarter of 2012 subject to customary closing conditions and regulatory approvals. Upon closing, the SandForce team will become part of LSI’s newly formed Flash Components Division, with Raam as general manager.
LSI expects the acquisition to be neutral to non-GAAP* earnings per share in 2012. The company will provide further details during its conference call at 2 p.m. PDT today and discuss third quarter results and the fourth quarter 2011 business outlook.
SandForce’s award-winning products include flash storage processors at the heart of PCIe flash adapters and SSDs. Flash storage processors provide the intelligence required to deliver the performance and low-latency benefits of flash storage in enterprise and client applications. With market-proven, differentiated DuraClass™ technology, SandForce flash storage processors improve the reliability, endurance and power efficiency of flash-based storage solutions.
The acquisition greatly enhances LSI's competitive position in the fast-growing server and storage PCIe flash adapter market, where the WarpDrive™ family of products from LSI already uses SandForce flash storage processors. The complementary combination of LSI’s custom capability and SandForce’s standard product offering propels LSI into an industry-leading position in the rapidly growing, high-volume flash storage processor market space for ultrabook, notebook and enterprise SSD and flash solutions.
“Flash-based solutions are critical for accelerating application performance in servers, storage and client devices,” said Abhi Talwalkar, LSI president and chief executive officer. “Adding SandForce’s technology to LSI’s broad storage portfolio is consistent with our mission to accelerate storage and networking. The acquisition represents a significant, rapidly growing market opportunity for LSI over the next several years.”
Michael Raam, SandForce president and CEO, said, “The combination of SandForce and LSI allows us to deliver differentiated solutions in the PCIe flash adapter segment by tightly integrating flash memory and management. In addition, leveraging our flash storage processors with LSI’s comprehensive IP portfolio and leading-edge silicon design platforms will lead to innovative solutions.”
The transaction is expected to close early in the first quarter of 2012 subject to customary closing conditions and regulatory approvals. Upon closing, the SandForce team will become part of LSI’s newly formed Flash Components Division, with Raam as general manager.
LSI expects the acquisition to be neutral to non-GAAP* earnings per share in 2012. The company will provide further details during its conference call at 2 p.m. PDT today and discuss third quarter results and the fourth quarter 2011 business outlook.
Monday, October 24, 2011
MIPS and Starboard Reach Agreement
SUNNYVALE, Calif., October 24, 2011 – MIPS Technologies, Inc. (NASDAQ: MIPS) (“MIPS” or “the Company”), a leading provider of industry-standard processor architectures and cores for digital home, networking and mobile applications, today announced it has reached an agreement with Starboard Value LP and its affiliates (“Starboard”), which beneficially owns approximately 9.9% of the outstanding shares of MIPS’ common stock.
Under the agreement, MIPS has agreed to nominate to the MIPS Board two new directors recommended by Starboard, who are not employees of MIPS or Starboard. The nominations will be submitted for stockholder approval at the Company’s 2011 Annual Meeting. One of the new nominees will serve as a Class II director, with a one-year term expiring at MIPS’ 2012 Annual Meeting of Stockholders, and the other new nominee will serve as a Class III director, with a two-year term expiring at MIPS’ 2013 Annual Meeting of Stockholders. With the addition of the two new director nominees, the MIPS Board will be expanded to nine directors, comprised of eight independent directors and Sandeep Vij, MIPS’ President and Chief Executive Officer, effective upon conclusion of the 2011 Annual Meeting.
In connection with the agreement, Starboard has withdrawn its nomination of director candidates to the MIPS Board and has agreed to vote all of its shares in favor of each of the Board’s nominees at the 2011 Annual Meeting, and for each other proposal to come before the 2011 Annual Meeting in accordance with the Board’s recommendation.
“We are pleased to have worked constructively with Starboard to reach this agreement,” said Sandeep Vij, President and Chief Executive Officer of MIPS Technologies. “Our Board and management team are committed to creating value for all MIPS stockholders. We are focused on building upon MIPS’ strong position in the digital home and networking markets, continuing our expansion into mobile, and capitalizing on our robust worldwide patent portfolio. We look forward to benefiting from the collective experience of our two new directors to build an even stronger future for MIPS and our stockholders.”
“We are pleased to have had productive conversations with management and the Board, and believe the two new members of the MIPS Board will each make substantial contributions to the MIPS Board,” said Jeffrey C. Smith, Chief Executive Officer of Starboard. “MIPS has strong customer relationships, a valuable portfolio of patent properties, and a team of talented and dedicated employees. The Company’s technology powers some of the world’s most popular products in its target markets. We look forward to continuing to work constructively with the Company and the Board to help enhance value for all stockholders.”
The Company’s 2011 Annual Meeting has been scheduled for December 7, 2011 at 2:00 p.m. (Pacific Time) at MIPS’ headquarters at 955 East Arques Avenue, Sunnyvale, California 94085. MIPS stockholders of record as of October 11, 2011 will be entitled to notice of and to vote at the Annual Meeting. Further details regarding the 2011 Annual Meeting, including the agreement between MIPS and Starboard, and the two Starboard nominees to be nominated to the Board, will be included in the Company’s definitive proxy materials, which will be filed with the Securities and Exchange Commission (“SEC”).
The complete agreement between MIPS and Starboard will be included as an exhibit to the Company’s Current Report on Form 8-K which will be filed with the SEC.
About MIPS Technologies, Inc.
MIPS Technologies, Inc. (NASDAQ: MIPS) is a leading provider of industry-standard processor architectures and cores for digital home, networking and mobile applications. The MIPS architecture powers some of the world's most popular products, including broadband devices from Linksys, DTVs and digital consumer devices from Sony, DVD recordable devices from Pioneer, digital set-top boxes from Motorola, network routers from Cisco, 32-bit microcontrollers from Microchip Technology and laser printers from Hewlett-Packard. Founded in 1998, MIPS Technologies is headquartered in Sunnyvale, California, with offices worldwide. For more information, contact (408) 530-5000 or visit www.mips.com.
About Starboard Value
Starboard Value is a New York-based investment adviser with a focused and differentiated fundamental approach to investing in publicly traded US small cap companies. The investment team has a successful track record of generating significant alpha for investors using their expertise in shareholder activism.
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