AUSTIN, Texas--(BUSINESS WIRE)--Feb. 8, 2007--Silicon Laboratories
Inc. (Nasdaq: SLAB), a leader in high-performance, analog-intensive,
mixed-signal integrated circuits (ICs), today announced a definitive
agreement with NXP, formerly Philips Semiconductor. NXP will purchase
the Aero transceiver, AeroFONE single-chip phone and power
amplifier product lines, for $285 million in cash, with additional
earn-out potential of up to an aggregate of $65 million over the next
three years.
"This transaction transfers a one of a kind business in the mobile
handset market to NXP, a company with the necessary scale and
resources to effectively compete long-term," stated Necip Sayiner,
president and chief executive officer of Silicon Labs. "By placing the
business in the hands of those best able to capitalize on it, our
stockholders are realizing a premium for the RF technology leadership
we have created. Strategically, this will enable us to focus on the
most profitable and highest growth segment of our business, our core
mixed-signal products. With this transaction, Silicon Labs is
transformed into a focused mixed-signal semiconductor company with
major product initiatives in Broadcast, VoIP, Wireline and
Microcontroller applications. These businesses enjoy higher margins,
exciting growth potential and more sustainable competitive advantages
for the company. We believe this transaction will allow us to achieve
our target operating model more quickly and provide a platform for
acquisitions that are aligned with our core mixed-signal strategy."
"Silicon Labs has established leadership in RF CMOS technology and
was the first-to-market with an innovative, truly single-chip phone,"
stated Frans van Houten, president and chief executive officer of NXP.
"I am very pleased to bring on board Silicon Labs' highly competent
engineering team and its excellent RF and cellular technologies. This
innovative technology, combined with NXP's strengths in system
solutions for 2G and 3G phones, will allow NXP to further strengthen
our position in global mobile communications."
The Transaction
Each company's board of directors has approved the definitive
agreement. The transaction, which is subject to regulatory review and
other customary conditions, is expected to close by the end of the
first quarter of 2007. Morgan Stanley served as financial advisor and
provided a fairness opinion to Silicon Laboratories.
NXP plans to issue a separate press release which may be found in
the Investor Relations section of their website at www.nxp.com.
Webcast and Conference Call Today
Silicon Laboratories will host a conference call discussing the
transaction at 7:30 a.m. Central Time today. An audio webcast will be
available simultaneously on Silicon Laboratories' website under
Investor Relations (www.silabs.com). A replay will be available after
the call at the same website listed above or by calling 866-452-2113
or +1-203-369-1217 (international). Replays will be available through
February 22, 2007.
About Silicon Laboratories Inc.
Silicon Laboratories Inc. is a leading designer of
high-performance, analog-intensive, mixed-signal integrated circuits
(ICs) for a broad range of applications. Silicon Laboratories' diverse
portfolio of highly-integrated, patented solutions is developed by a
world-class engineering team with decades of cumulative expertise in
cutting-edge mixed-signal design. The company has design, engineering,
marketing, sales and applications offices throughout North America,
Europe and Asia. For more information about Silicon Laboratories,
please visit www.silabs.com.
About NXP
NXP is a top 10 semiconductor company founded by Philips more than
50 years ago. Headquartered in Europe, the company has 38,000
employees working in 26 countries across the world. NXP creates
semiconductors, system solutions and software that deliver better
sensory experiences in mobile phones, personal media players, TVs,
set-top boxes, identification applications, cars and a wide range of
other electronic devices. News from NXP is located at www.nxp.com.
Forward Looking Statement
This press release contains forward-looking statements based on
Silicon Laboratories' current expectations. The words "believe,"
"estimate," "expect," "intend," "anticipate," "plan," "project,"
"will" and similar phrases as they relate to Silicon Laboratories are
intended to identify such forward-looking statements. These
forward-looking statements reflect the current views and assumptions
of Silicon Laboratories and are subject to various risks and
uncertainties that could cause actual results to differ materially
from expectations. Among the factors that could cause actual results
to differ materially from those in the forward-looking statements are
the following: risks that the closing may be delayed or may not occur,
including risks relating to satisfaction of the closing conditions;
risks related to retention of employees and customer and supplier
relationships; risks related to regulatory approval of the
transaction; the potential for unexpected liabilities related to the
disposition of the business; risks that Silicon Laboratories may not
be able to maintain its historical growth; average selling prices of
products may decrease significantly and rapidly, dependence on a
limited number of products and customers; difficulties developing new
products that achieve market acceptance; risks that Silicon
Laboratories may not be able to manage strains associated with this
divestiture and/or any future growth or acquisitions; dependence on
key personnel; and other factors that are detailed in Silicon
Laboratories' filings with the SEC. Silicon Laboratories disclaims any
intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise.
Note to editors: Silicon Laboratories, Aero, AeroFONE and the
Silicon Laboratories logo are trademarks of Silicon Laboratories Inc.
All other product names noted herein may be trademarks of their
respective holders.
CONTACT: Silicon Laboratories Inc.
Investor Contact
Kellie Nugent, 972-239-5119 ext. 125
knugent@sheltongroup.com
or
Media Contact
Kirstan Ryan, 512-416-8500
kirstan.ryan@silabs.com
or
NXP Semiconductors
Heather Drake, +31 40 27 65949
heather.drake@nxp.com
SOURCE: Silicon Laboratories Inc.