Cypress-Ramtron Merger FAQ | Cypress Semiconductor
Cypress-Ramtron Merger FAQ
Cypress-Ramtron Merger FAQ
1. What is the status of the Cypress-Ramtron merger?
Cypress and Ramtron announced the signing of a Definitive Merger Agreement on September 19th, 2012. Cypress acquired approximately 70% of Ramtron’s outstanding stock pursuant to a tender offer on October 10, 2012. Cypress is now working to complete a merger pursuant to which it will obtain 100% ownership of Ramtron in the coming weeks.
2. Who is Ramtron?
Ramtron International Corporation, headquartered in Colorado Springs, Colorado, is a fabless semiconductor company that designs, develops and markets specialized semiconductor memory and integrated semiconductor solutions used in a wide range of product applications and markets worldwide. Visit Ramtron online at www.ramtron.com.
3. What is F-RAM?
Ramtron F-RAM core memory and integrated products are ideal for applications that require high data integrity and ultra-low power consumption. These products target markets in automotive, industrial, enabling technologies, and networking. F-RAM inherently features high endurance, fast single-cycle and symmetrical read/write speeds, along with low energy consumption, gamma radiation tolerance, and immunity to electromagnetic noise.
4. Who is Cypress?
Cypress is the world leader in SRAM memories. It has an extensive portfolio of non-volatile SRAMs (nvSRAMs) that target Metering, Industrial, Automotive, and RAID applications, along with Solid State Drives for enterprise systems, high-end Programmable Logic Controllers (PLC), high-speed data/error loggers in storage, and networking equipment. Cypress offers high-performance, mixed-signal, programmable solutions, such as its flagship PSoC® programmable system-on-chip solution, and PSoC derivatives such as CapSense® touch-sensing products and TrueTouch® touchscreen solutions. Cypress is also the world leader in USB controllers. Visit Cypress online at https://www.cypress.com.
5. What is nvSRAM?
nvSRAM is an SRAM plus non-volatile product that has the same access speeds, interface pins, and random access features of standard SRAM. On any power disruption (or on command), the SRAM data is moved into adjoining NV cells. When power is restored (or on command) the data is restored back to the SRAM and normal operation continues. This approach creates the fastest non-volatile memory available today with absolutely no cell wear-out when using the SRAM. Non-volatile store counts against a one million store-endurance number only occur when data is transferred to NV cells during a power disruption, so the non-volatile wear-out virtually infinite.
6. Why is Cypress acquiring Ramtron?
The parties believe that Ramtron’s low-power, low-density FRAM technology is a valuable, complementary addition to Cypress’s nvSRAM business. They anticipate that the combination of an expanded product portfolio and Cypress’s considerable R&D resources, historically strong manufacturing capabilities, global sales organization, and deep extension into distribution channels will have a positive effect on product sales.
7. Where will FRAM products be manufactured, assembled and tested in the future?
There will be no immediate changes to the processes currently in place at Cypress and Ramtron. Any changes will be reflected using the standard Cypress PCN system.
8. What are the terms of agreement for the merger?
Cypress will acquire all outstanding Ramtron stock at a price of $3.10 per share in cash. The transaction, valued at approximately $109.8 million (excluding assumed debt and options and including shares acquired by Cypress prior to the transaction), represents a premium of 71% to Ramtron’s closing price of $1.81 per share on June 11, 2012, the day before Cypress publicly disclosed its offer for Ramtron.
9. How will Ramtron be integrated into Cypress?
Ramtron will be integrated into Cypress’s Memory Products Division (MPD) as part of the Non-Volatile Products (NVP) business unit. A detailed transition plan will be rolled out in a phased manner, with minimal impact to customers.
10. During the transition, where can I get Ramtron product information, technical support and customer service? How do I order Ramtron products?
Please continue to visit the Ramtron website. Ramtron’s product information and technical support will be transitioned to the Cypress website shortly after the merger is closed. For orders and/or customer support, please call your local Ramtron sales office, or email email@example.com.
11. What happens to existing Ramtron product lines?
Cypress will continue to support all active Ramtron products.
12. Will Ramtron product names and part numbers continue to be used by Cypress?
During the transition, Cypress will review the Ramtron customer base, product and projects status. It is in both companies’ best interests to minimize the impact to our customers and to make this transition as smooth as possible. Cypress will follow its formal PCN process for any changes to the product offerings required to support customers.
13. Will Cypress continue to address the Automotive market segment with FRAM-based products?
Yes. Automotive is a key market for Cypress. Cypress has a dedicated and focused team servicing the automotive market today.
14. Will Cypress continue to develop FRAM technology?
Yes, Cypress is committed to this technology.
15. Who should I speak to if I have additional questions?
For your convenience, we have created a single email for any further questions you may have.
Please send us your queries at: firstname.lastname@example.org.