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Silicon Laboratories, Inc. (SLAB)
Definitive Agreement to Acquire Energy Micro Conference
June 07, 2013 8:30 am ET
G. Tyson Tuttle - Chief Executive Officer, President, Director and Member of Equity Award Committee
John Hollister - Chief Information Officer and Vice President of Business Development
Geir Førre - Co-Founder, Chief Executive Officer, President and Director
William G. Bock - Interim Chief Financial Officer, Senior Vice President and Director
Vernon P. Essi - Needham & Company, LLC, Research Division
Auguste P. Richard - Piper Jaffray Companies, Research Division
Tore Svanberg - Stifel, Nicolaus & Co., Inc., Research Division
Craig A. Ellis - B. Riley Caris, Research Division
Previous Statements by SLAB
» Silicon Laboratories Management Discusses Q1 2013 Results - Earnings Call Transcript
» Silicon Laboratories Management Discusses Q4 2012 Results - Earnings Call Transcript
» Silicon Laboratories Management Discusses Q3 2012 Results - Earnings Call Transcript
G. Tyson Tuttle
Good morning, and thank you for joining us. As a reminder, this conference call is being recorded and there will be a replay on our website shortly after we conclude today. To listen to the webcast replay, please visit Silicon Labs' Investor Relations web page where you'll find complete instructions. The telephone replay numbers are listed in our press release.
Safe Harbor Statement. During today's conference call, we'll be making some forward-looking statements. In light of the Private Securities Litigation Reform Act, I would like to remind you that these statements must be considered in conjunction with the cautionary warnings that appear on our SEC filings, including risk factors relating to acquisitions. Investors are cautioned that all forward-looking statements in this call involve risks and uncertainty, and that future events may differ from statements made. For additional information, please refer to the company's SEC filings, which are posted on our website or available from the company without charge.
With me today in the call is John Hollister, Vice President, Business Development; and Geir Førre, Energy Micro's President and CEO. Because we are all in Norway today, and we'll shortly attend an Energy Micro company meeting, we request that you ask any questions you have on this call, as follow-up questions will be difficult to accommodate afterwards. Bill Bock, CFO of Silicon Labs, is also standing by in the U.S. and will be happy to answer questions during this time as well.
We're excited to announce our agreement to acquire Energy Micro and believe the combination will greatly benefit our 2 companies. As some of you may already know, Energy Micro offers the industry's most power-efficient portfolio of 32-bit MCUs. Silicon Labs has its own strong MCU business and is a lead -- industry leader in wireless RF solutions. This strategic acquisition will expand and enhance Silicon Labs' portfolio of 32-bit microcontrollers, allow us to launch unique multifrequency, multiprotocol wireless RF solutions based on the industry-leading ARM Cortex architecture, and it will accelerate our position in ultra-low-power-embedded processing for the Internet of Things and smart energy markets.
I'm sure many of you have heard me talk about our focus on these green markets, which we believe will be important growth drivers for Silicon Labs going into the future. Industry experts predict that the number of connected devices for the Internet of Things will top 15 billion nodes by 2015 and reach 50 billion nodes by 2020. In addition, Energy Micro's ultra-low-power portfolio is highly complementary to our existing 32-bit Precision32 mixed-signal MCUs and sub-gigahertz and ZigBee wireless ARC [ph] products. It targets a rapidly growing embedded market and greatly expands Silicon Labs' MCU portfolio, adding new low-power products and protocols such as Bluetooth LE.
Finally, we view this acquisition as a good fit, not only in terms of technology, but culturally as well. We both share a vision of a greener, smarter, wirelessly connected world and a foundation for the shared combined vision is ultra-low-power technology enabled by each company's innovative mixed-signal design. The combination of Energy Micro and Silicon Labs' industry-leading development environments and reference designs enable a faster time-to-market and a reduction in development costs, benefiting our customers, our companies and our shareholders.
I will now hand it over to John Hollister to give you some specifics on the acquisition. John?
Thank you, Tyson, and hello, everyone. We have signed a definitive agreement to acquire Energy Micro for an upfront payment of $115 million in cash, plus approximately $55 million in deferred and earn-out consideration. The acquisition is funded from balance sheet cash resources and will require no borrowing. As we said in the press release, Energy Micro is expected to contribute approximately $7 million in revenue in the second half of 2013. Anticipated growth will allow the transaction to be accretive on a non-GAAP basis by the end of 2014, excluding amortization of acquired intangibles and other non-GAAP adjustments. Of course, we will be in a better position to give more details in our second quarter conference call, which we expect to hold on July 25. The boards of both companies has -- have approved the acquisition and we expect to finalize the transaction sometime next month, subject to customary closing conditions.
I would now like to introduce you to Geir Førre, President and Chief Executive Officer of Energy Micro.
Thank you, John, and hello to all of you. We, at Energy Micro, are very excited about being a part of Silicon Laboratories. When we started the company in 2007, our goal was to develop the most energy-friendly microcontrollers and radio in the industry. And we have, all based on the industry-standard on course. Our product has been designed into many high-volume applications, and revenue has been growing steadily and strong since we started the company. Now, becoming a part of Silicon Labs is, for us, the beginning of a second phase. With access to more R&D resources, more marketing, most hedged resources, in addition to a lot of experience in all areas, we will accelerate our pace to -- and to gain market share. We will be able to open more ready-to-go systems with firmware stacks and tools on top of the chips to our customers.