NEWPORT BEACH, Calif. -- Conexant Systems Inc. here today announced an agreement to acquire Philsar Semiconductor Inc., a supplier of radio-frequency semiconductors based in Ottawa, Ontario. Once the purchase is completed, Philsar will be merged with Conexant's Wireless Communications Division.
The purchase price for privately-held Philsar was not disclosed. Philsar shareholders will receive between 2.685 million and 3 million Conexant common shares, depending on closing prices for Conexant shares during an agreed-upon period preceding the closing, which is expected to be within 30 days.
Philsar's RF ICs address emerging standards such as Bluetooth, and third-generation (3G) digital cellular handsets. Bluetooth is an open specification for short-range wireless connectivity and networking.
"The addition of Philsar's world-class RF team will allow us to accelerate our time to market with ultra-low-power Bluetooth devices and key RF components for wireless applications," said Dwight W. Decker, chairman and CEO of Conexant.
He noted that Philsar has developed the industry's lowest-power Bluetooth radio. Philsar focuses highly integrated radio solutions for mobile devices, manufactured in an advanced silicon germanium (SiGe) BiCMOS process.
In addition to the single-chip, ultra-low-power radio that supports the Bluetooth standard version 1.0, Philsar offers a family of Fractional-N synthesizers, which are high-performance building blocks for applications such as wideband CDMA and software-defined radio; a Global Positioning System (GPS) receiver frontend; and a multipurpose RF transceiver.
"These products are an excellent complement to Conexant's portfolio of RF components andsubsystems," said Moiz Beguwala, senior vice president and general manager of Conexant's Wireless Communications Division.
"As part of Conexant, we will be able to maximize the penetration of our products into the marketplace," said Antoine Paquin, president and CEO of Philsar. "Conexant offers technology, systems expertise and an established market presence. Together, we will have expanded capabilities to design and deliver compelling solutions to address the explosive growth in emerging wireless applications."
The transaction will be accounted for as a purchase and is expected to be slightly dilutive to Conexan't fiscal 2000 earnings, before one-time charges and goodwill amortization.
"We expect, however, that Philsar's product portfolio will generate an annualized revenue run rate of $50 million, and become accretive, on a cash earnings basis, in the fourth quarter of calendar 2001," said Bala Iyer, senior vice president and chief financial officer of Conexant.
Conexant has made four major acquisitions in recent months. Last month the company completed its purchase of Maker Communications, a leading provider of programmable, high-performance network processors, software solutions and development tools. In January, the company purchased Microcosm Communications, a leading supplier of high-speed integrated circuits for
optical communications. Maker and Microcosm are now part of the company's Network Access
Also in January, Conexant purchased the digital-terrestrial TV broadband communications unit of Oak Technology Inc., now a part of the company's Digital Infotainment Division.