News & Events
Xicor Announces Acquisition of Poweready, Inc.
-- Company Expands Presence in Smart Battery Systems
Milpitas, California, September 10, 2003 Xicor, Inc. (Nasdaq: XICO), a leading supplier of high performance analog and mixed-signal integrated circuits today announced that it has signed a definitive agreement to acquire Poweready, Inc. of San Diego, California. The negotiated price of $15.0 million is comprised of stock, cash and contingent consideration if certain performance milestones are met in 2004 through 2006.
Poweready, a private company, designs, develops and manufactures charging systems for SMBus battery management applications. The company has developed substantial intellectual property in Level 1, 2 and 3 charging as well as SMBus 1.1 compliant battery management, charging, safety circuit, fuel gauging and cell balancing solutions, which maximize the efficiency of batteries.
According to Xicor President and CEO, Lou DiNardo, The acquisition of Poweready, Inc. will provide Xicor the intellectual property and customer relationships necessary to expand our presence and penetrate the explosive area of smart battery management. Our existing solutions for 3-cell and 4-cell lithium ion and lithium polymer battery systems have been successful in notebook computing and portable test, measurement and medical equipment in part because of our relationship with Poweready and their understanding of the rechargeable battery market.
Mr. DiNardo concluded, Xicor is focused on accelerating our growth with participation in select vertical markets while maintaining our strategy of building an annuity product base. This acquisition marks our commitment to the battery management area and signals our intention to be a leading provider of battery management products. Coupled with our high performance Analog Front End technology for Flat Panel Displays we are addressing two of the high growth vertical segments that are driving the electronics industry.
The acquisition of Poweready, Inc. is expected to close in the fourth quarter of this calendar year. The acquisition purchase price payable at closing consists of $3 million in cash and 947,368 shares of Xicor common stock ($9.0 million value based on Xicors average closing stock price for the 30 days ended September 9, 2003). Additional consideration of up to $3 million will be payable in stock if certain performance milestones are met in 2004 through 2006. Excluding acquisition related charges and amortization, the transaction is expected to be immaterial to Xicors earnings per share in the fourth quarter of 2003 and be accretive to Xicors earnings per share beginning in the first quarter of 2004.
Conference Call
Xicor management will be holding a live webcast conference call tomorrow, September 11, 2003, at 4:00 p.m. Eastern Time to discuss the acquisition. The conference call webcast will be publicly available at http://www.vcall.com and http://www.xicor.com. The webcast archive of the conference call will be available for thirty days from the calls conclusion.
In addition, a standard telephone instant replay of the conference call is available by dialing (303) 590- 3000, followed by the passcode 552658#. The telephone instant replay service is available from September 11, 2003 through September 18, 2003.
About Xicors Battery Management Products
Xicors X3100 and X3101 Battery Management products represent a new generation of battery management controllers that integrate cell balancing and gas gauge electronics for charging and battery management applications. The X3100 and X3101 allow customers to monitor individual cell voltages and currents for the safe operation of battery packs. These products address the requirements for 3-cell and 4-cell lithium ion and lithium polymer battery systems in notebook computers, medical electronics and industrial applications.
Xicor Corporate Information
Xicor designs, develops and markets high performance analog mixed-signal integrated circuits used in communications, computing, networking and industrial applications. Xicor's Mixed-Signal Products include data conversion products, power management integrated circuits, application specific standard products and interface devices. Xicor's programmable analog mixed-signal components regulate, control, convert and manage various voltages and currents through the use of a serial interface and internal EEPROM. Xicor product, corporate and financial information is readily available on the World Wide Web at http://www.xicor.com.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Except for historical information contained herein, the matters set forth in this press release, including the statement that the acquisition of Poweready will provide Xicor with the intellectual property and customer relationships necessary to expand its presence and penetrate the explosive area of smart battery management; the expectation that the acquisition of Poweready will close in the fourth quarter of this calendar year; and the expectation that excluding acquisition related charges and amortization the transaction will be immaterial to Xicors earnings per share in the fourth quarter of 2003 and accretive to Xicors earnings per share beginning in the first quarter of 2004, are forward looking statements that are subject to risks and uncertainties that could cause actual results to differ materially. Among the important factors or risks that could cause actual results or events to differ materially are: this acquisition may not close on a timely basis or at all, due to failure to satisfy closing obligations; Xicors ability to successfully integrate and achieve the desired business objectives associated with the acquisition of Poweready, Inc.; the impact of competing products and pricing; failure of demand for smart battery management products to grow as anticipated; timely design acceptance by our customers; timely ability to ramp new products into volume production; industry wide shifts in supply and demand for semiconductor products; and other risks detailed from time to time in Xicors SEC filings.
