Extends Leadership Position in 100G Optical Networking Market
LOWELL, Mass. — (BUSINESS WIRE) — November 17, 2015 — M/A-COM Technology Solutions Holdings, Inc. (NASDAQ: MTSI) (MACOM), a leading supplier of high-performance analog RF, microwave, millimeterwave and photonic semiconductor products, today announced it has entered into a definitive agreement to acquire FiBest Limited (FiBest), a Japan-based merchant market component supplier of optical sub assemblies, in an all-cash transaction valued at approximately $60 million, or 2.4 times trailing twelve months revenue.
Anticipated benefits of the transaction include:
- Extends MACOM’s leadership position in 100G, 200G and 400G optical networking;
- Significantly expands Serviceable Addressable Market (SAM) in data centers;
- Provides localized leadership and robust sales channel into Japanese market; and
- Expected to be accretive to MACOM’s adjusted earnings per share.
Commenting on the transaction, John Croteau, President and Chief Executive Officer of MACOM, stated, “The FiBest acquisition augments MACOM’s preeminent position in optical networking components, adding high-performance packaging capability. This will enable us to deliver more refined and validated component solutions to our transceiver customers.”
“The quality of the optical sub assembly is a major factor in achieving the performance, power efficiency and cost targets necessary for 100G in data centers – and becomes mission critical at 200G and 400G data rates. Adding FiBest will significantly expand MACOM’s addressable market with high growth potential for 100G in data centers, as we anticipate an inflection point in demand in 2017.”
MACOM expects to fund the purchase price of the acquisition with available cash. Closing is subject to customary closing conditions and is expected to occur during the company's fiscal first quarter of 2016.
Evercore acted as exclusive financial advisor and Ropes & Gray LLP acted as legal counsel to MACOM.
A presentation with further information on the transaction is available on MACOM’s investor relations website at: http://ir.macom.com/
About MACOM:
M/A-COM Technology Solutions Holdings, Inc. (
www.macom.com)
is a leading supplier of high-performance analog RF, microwave and
millimeterwave and semiconductor photonic products that enable
next-generation Internet and modern battlefield applications. Recognized
for its broad catalog portfolio of technologies and products, MACOM
serves diverse markets, including high speed optical, satellite, radar,
wired and wireless networks, automotive, industrial, medical and mobile
devices. A pillar of the semiconductor industry, we thrive on more than
60 years of solving our customers' most complex problems, serving as a
true partner for applications ranging from RF to Light.
Headquartered in Lowell, Massachusetts, MACOM is certified to the ISO9001 international quality standard and ISO14001 environmental management standard. MACOM has design centers and sales offices throughout North America, Europe, Asia and Australia.
MACOM, M/A-COM, M/A-COM Technology Solutions, M/A-COM Tech, Partners in RF & Microwave, Partners from RF to Light, The First Name in Microwave and related logos are trademarks of MACOM. All other trademarks are the property of their respective owners.
Special Note Regarding Forward-Looking Statements:
This
press release contains forward-looking statements based on MACOM
management's beliefs and assumptions and on information currently
available to our management. Forward-looking statements include, among
others, statements concerning the FiBest transaction, including those
regarding any potential benefits and synergies, perceived customer
feedback, strategic plans, expansion of SAM in Japan or elsewhere,
accretion and financial and business expectations associated with the
acquisition, as well as any other statements regarding MACOM’s plans,
beliefs or expectations regarding the transaction or its future business
or financial results. Forward-looking statements include all statements
that are not historical facts and generally may be identified by terms
such as "anticipates," "believes," "could," "estimates," "expects,"
"intends," "may," "plans," "potential," "predicts," "projects," "seeks,"
"should," "will," "would" or similar expressions and the negatives of
those terms.
Forward-looking statements contained in this press release reflect
MACOM's current views about future events and are subject to risks,
uncertainties, assumptions and changes in circumstances that may cause
those events or our actual activities or results to differ materially
from those expressed in any forward-looking statement. Although MACOM
believes that the expectations reflected in the forward-looking
statements are reasonable, it cannot and does not guarantee future
events, results, actions, levels of activity, performance or
achievements, including the successful integration of the FiBest
business or realization of any of the projected benefits of the
transaction. Readers are cautioned not to place undue reliance on these
forward-looking statements. A number of important factors could cause
actual results to differ materially from those indicated by the
forward-looking statements, including, among others, costs associated
with the acquisition, failure to close the acquisition or achieve
expected synergies, accretion and other anticipated benefits of the
transaction or to successfully integrate the FiBest business, adverse
reactions to the acquisition by employees, customers, suppliers or
competitors of either MACOM or FiBest, greater than expected dilutive
effect on earnings from the transaction or failure to comply with
applicable covenants related to MACOM’s outstanding indebtedness, lower
than expected demand in any or all of our primary end markets or from
any of our large OEM customers based on the acquisition, macro-economic
weakness or otherwise, failures or delays by any customer in winning
business or to make purchases from us in support of such business, lack
of adoption or delayed adoption by customers and industries we serve of
GaN, Indium Phosphide lasers, or other solutions offered by us, failures
or delays in porting and qualifying GaN or Indium Phosphide laser
process technology to our Lowell, MA fabrication facility or third party
facilities, lower than expected utilization and absorption in our
manufacturing facilities, lack of success or slower than expected
success in our new product development efforts, loss of business due to
competitive factors, product or technology obsolescence, customer
program shifts or otherwise, lower than anticipated or slower than
expected customer acceptance of our new product introductions, the
potential for increased pricing pressure based on competitive factors,
technology shifts or otherwise, the impact of any executed or abandoned
acquisition, divestiture or restructuring activity, the impact of supply
shortages or other disruptions in our internal or outsourced supply
chain, the relative success of our cost-savings initiatives, the
potential for inventory obsolescence and related write-offs, the
expense, business disruption or other impact of any current or future
investigations, administrative actions, litigation or enforcement
proceedings we may be involved in, and the impact of any claims of
intellectual property infringement or misappropriation, which could
require us to pay substantial damages for infringement, expend
significant resources in prosecuting or defending such matters or
developing non-infringing technology, incur material liability for
royalty or license payments or prevent us from selling certain of our
products, as well as those factors described in "Risk Factors" in
MACOM's filings with the Securities and Exchange Commission (SEC),
including its Quarterly Report on Form 10-Q for the fiscal quarter ended
July 3, 2015 as filed with the SEC on August 12, 2015. MACOM undertakes
no obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise.