NetLogic Microsystems and Cypress Announce NSE Asset Purchase | Cypress Semiconductor
NetLogic Microsystems and Cypress Announce NSE Asset Purchase
NetLogic Microsystems and Cypress Announce NSE Asset Purchase
NetLogic Microsystems to Acquire Cypress's
Network Search Engine Products Including
Noted Ayama and Sahasra Families
SAN JOSE, Calif., and MOUNTAIN VIEW, Calif., January 25th, 2006 -- Cypress Semiconductor Corp. (NYSE: CY) and NetLogic Microsystems, Inc. (Nasdaq:NETL) today announced they have entered into a definitive agreement whereby NetLogic Microsystems will acquire all of the assets and intellectual property associated with Cypress's standard Network Search Engine products.
Under the agreement, NetLogic Microsystems will acquire the Ayama™ 10000, Ayama 20000, and NSE70000 Network Search Engine families as well as the Sahasra™ 50000 Algorithmic Search Engine family. Cypress, meanwhile, will retain and continue to support its custom TCAM1 and TCAM2 products. NetLogic Microsystems will pay approximately $50 million in NETL common stock upon closing, and, if certain revenue targets are achieved in a 12-month time period, up to an additional $10 million in cash and approximately $10 million in NETL stock.
"This acquisition is positive in numerous ways," said Ron Jankov, president and CEO of NetLogic Microsystems. "The Sahasra algorithmic technology is synergistic with our recently announced Layer 7 processing initiative. We see this algorithmic technology as a critical component in driving towards low-cost Layer 7 applications acceleration and security processing solutions. This acquisition gives us a four-year head start in the development of products to address this low-cost requirement, based on Cypress's leadership position in developing this advanced technology. Second, the NSE70000, Ayama 10000 and Ayama 20000 will expand our customer base and accelerate the diversification of our revenue. Third, acquisition of the Ayama line will expand our product offering and customer engagements in the new high-volume, entry-level Layer 2/3 switch market, where Cypress has a strong, well-established presence."
"After a careful evaluation of options for the Network Search Engine business over the last several months we believe this agreement enables us to achieve our key objectives of supporting our customers and maximizing shareholder value," said TJ Rodgers, president and CEO of Cypress.
The acquisition is targeted to close late in the first quarter of 2006, or early in the second quarter, subject to government approval and certain closing conditions.
Cypress solutions are at the heart of any system that is built to perform: consumer, computation, data communications, automotive, industrial, and solar power. Leveraging a strong commitment to customer service and performance-based process and manufacturing expertise, Cypress's product portfolio includes a broad selection of wired and wireless USB devices, CMOS image sensors, timing solutions, network search engines, specialty memories, high-bandwidth synchronous and micropower memory products, optical solutions, and reconfigurable mixed-signal arrays. Cypress stock is traded on the New York Stock Exchange under the ticker symbol CY. More information about the company is available online at www.cypress.com.
About NetLogic Microsystems
NetLogic Microsystems, Inc." (NASDAQ: NETL), a fabless semiconductor company located in Mountain View, Calif., designs, develops and markets high performance knowledge-based and content processors for a variety of advanced Internet, corporate and other networking systems, such as routers, switches, network security appliances, network access equipment and networked storage devices. NetLogic Microsystems' knowledge-based and content processors use an advanced processor architecture and a large knowledge or signature database to make complex decisions about individual packets of information traveling through the network. Content and knowledge-based processors from NetLogic Microsystems significantly enhance the ability of networking OEMs to supply network service providers with systems offering more advanced functionality for the Internet, such as application-based routing, voice transmission over the Internet, or VoIP, unified threat management (UTM) network security, virtual private networks, or VPNs, and streaming video and audio. NetLogic Microsystems' knowledge-based processors and content processors are interoperable with industry-leading CPUs, NPUs and routing/switching processors. For more information about products offered by NetLogic Microsystems, call 650.961.6676 or visit the NetLogic Microsystems Web site at http://www.netlogicmicro.com.
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Safe Harbor Statement:
Statements made in this release that are not historical in nature and that refer to Cypress or its subsidiaries' plans and expectations for the future, including but not limited to the ability of Cypress or NetLogic Microsystems to achieve their stated objectives, Cypress's ability to close the proposed transaction and the timing of such closing, are forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. Our actual results may differ materially due a variety of factors, including but not limited to our ability to obtain the consents required to close the proposed transaction and the risks identified in our filings with the Securities and Exchange Commission. All forward-looking statements included in this release are based upon information available to Cypress as of the date of this release, which may change, and we assume no obligation to update any such forward-looking statement. We use words such as "anticipates," "believes," "expects," "future," "look forward," "planning," "intends" and similar expressions to identify such forward-looking statements.
Cypress and the Cypress logo are registered trademarks of Cypress Semiconductor Corporation. Ayama and Sahasra are trademarks of Cypress. NetLogic Microsystems and the NetLogic Microsystems logo are registered trademarks of NetLogic Microsystems. All other trademarks are the property of their respective owners.