TIDMCML
RNS Number : 9567M
CML Microsystems PLC
17 January 2023
CML Microsystems Plc
("CML", the "Company" or the "Group")
Acquisition of Microwave Technology, Inc.
CML Microsystems Plc, which develops mixed-signal, RF, and
microwave semiconductors for global communications markets, is
pleased to announce that it has entered into a definitive agreement
to acquire Silicon Valley based semiconductor company Microwave
Technology, Inc. ("MwT"), for a total consideration of up to US$18
million (the "Acquisition").
Background to Microwave Technology, Inc.
Founded in 1982, MwT is a recognised leader in the design,
manufacturing and marketing of GaAs and GaN Based MMICs, Discrete
Devices, and Hybrid Amplifier Products for Commercial Wireless
Communication, Defence, Space, and Medical (MRI) applications. It
became part of the IXYS Corporation which was then acquired in 2018
by Littelfuse, Inc., the global technology manufacturing company
headquartered in Chicago. In 2019, MwT undertook a management
buy-out from Littelfuse, at the same time transitioning away from
manufacturing to a fabless semiconductor model with a specific
focus on MMICs. The business currently consists of just over 20
employees and operates from its sole location in Fremont,
California.
The Acquisition
This Acquisition will expand the Group's product portfolio,
strengthen and enhance its support resources and increase its
R&D capabilities, providing essential knowhow and experience in
system level understanding, product manufacturing and packaging
techniques. MwT's products are complementary to CML's existing
offering and the large majority of its focus and client
concentration is within the USA. The Board of CML believes there is
a significant opportunity to increase its current market share by
internationalising MwT's products.
The Acquisition, which is subject to US regulatory clearance, is
valued at a maximum of US$18m and will be funded from a mixture of
the Company's significant existing cash resources and the issue to
the sellers of new CML ordinary shares in a ratio of approximately
60/40. The MwT team will provide highly complementary management
capability for MMIC products.
MwT's unaudited US GAAP results for the 12-month period to 31
December 2022 recorded revenue of $6.5m and a pre-tax loss of $132k
with net assets of circa $2.4m. The Acquisition is expected to
complete during the first half of 2023 and a further announcement
will be made at the appropriate time. The Board expects that MwT
will be earnings enhancing in its first full year of ownership
within CML.
Chris Gurry, CML's Group Managing Director commented: "MwT's
dedicated and very experienced team will accelerate our multi-year
growth strategy. Their technical knowhow, product range and trading
relationships enhance the Group's existing competencies and a
shared strong emphasis on cultural synergy and strategic future
direction bodes well for the combined businesses over the medium
term. CML is committed to supporting MwT's existing customer base
globally and, in particular, the USA market.
"Subject to regulatory approval we very much look forward to
welcoming the MwT family into CML and to Nathan joining our Board
of Directors. He has unrivalled knowledge of the semiconductor
world and I have no doubt that CML can benefit greatly from his
expertise.
Dr. Nathan Zommer, Chairman of the Board of MwT, comments, " We
are excited that MwT will be part of a growing enterprise with CML.
Given the deep understanding of RF and Microwave Technologies that
CML has, the combination offers us scaled-up growth with new
opportunities.
We found a great cultural fit, and the combination of Silicon,
GaAs and GaN design and production capabilities, will provide our
customers with wider solutions. I am looking forward to joining the
CML Board going forward".
Upon successful closing of the transaction, it is intended that
MwT's majority shareholder and current Chairman, Dr Nathan Zommer,
will join the CML Board of Directors in a non-executive capacity.
Dr. Zommer is the founder of IXYS Corporation and served as the
Chairman of the Board and Chief Executive Officer of IXYS from 1993
until its acquisition by Littelfuse, Inc. in January 2018, of which
Dr Zommer is also a director. Prior to founding IXYS, Dr. Zommer
served in a variety of positions with Intersil, Hewlett Packard and
General Electric. Dr. Zommer holds a bachelor's degree and MS in
physical chemistry from Tel Aviv University and a Ph.D. in
electrical engineering from Carnegie Mellon University.
Dr. Zommer's appointment to the Board is subject to completion
of normal regulatory due diligence checks. A further announcement
confirming his appointment on completion of normal regulatory due
diligence checks and disclosing information in respect of Schedule
2(g) of the AIM Rules will be made in due course.
The information contained within this announcement is deemed by
the Group to constitute inside information under the Market Abuse
Regulations (EU) No. 596/2014.
17 January 2023
Enquiries:
CML Microsystems Plc www.cmlmicroplc.com
Chris Gurry, Group Managing Director Tel: +44 (0) 1621 875 500
Nigel Clark, Executive Chairman
Shore Capital (Nominated Adviser Tel: +44 (0) 20 7408 4090
and Broker)
Toby Gibbs
James Thomas
John More
Alma PR Tel: +44 (0)20 3405 0205
Josh Royston
Andy Bryant
Matthew Young
About CML Microsystems PLC
CML develops mixed-signal, RF and microwave semiconductors for
global communications markets. The Group utilises a combination of
outsourced manufacturing and in-house testing with trading
operations in the UK, Asia and USA. CML targets sub-segments within
Communication markets with strong growth profiles and high barriers
to entry. It has secured a diverse, blue chip customer base,
including some of the world's leading commercial and industrial
product manufacturers.
The spread of its customers and diversity of the product range
largely protects the business from the cyclicality usually
associated with the semiconductor industry. Growth in its end
markets is being driven by factors such as the appetite for data to
be transmitted faster and more securely, the upgrading of telecoms
infrastructure around the world and the growing prevalence of
private commercial wireless networks for voice and/or data
communications linked to the industrial internet of things
(IIoT).
The Group is cash-generative, has no debt and is dividend
paying.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
ACQUBSNROKUAARR
(END) Dow Jones Newswires
January 17, 2023 02:00 ET (07:00 GMT)
Cml Microsystems (LSE:CML)
Graphique Historique de l'Action
De Juin 2024 à Juil 2024
Cml Microsystems (LSE:CML)
Graphique Historique de l'Action
De Juil 2023 à Juil 2024