CISCO TO ACQUIRE VOVIDA AND IPCELL
San Jose, CALIF. — Cisco Systems, Inc. announced it has entered into definitive agreements to acquire privately held Vovida Networks, Inc. of San Jose, California, and privately held IPCell Technologies, Inc., based in Richardson, Texas. Vovida Networks is a communications software provider and supplier of networking protocols. IPCell Technologies is a provider of software for broadband access networks combining Internet Protocol (IP) and telephony services. The acquisitions of Vovida Networks and IPCell Technologies provide Cisco with technologies that will help its partners and customers provide new data, voice and video services and support Cisco’s vision of a single, IP-based communications network. Under the terms of the agreement, Cisco common stock worth a gross aggregate value of approximately $369 million (U.S.) will be exchanged for all outstanding shares and options of Vovida Networks and IPCell Technologies combined. Cisco currently has a minority interest of 20.5 percent in Vovida Networks and 17.2 percent in IPCell Technologies. These acquisitions will be accounted for as a purchase and are expected to be complete in the second quarter of Cisco’s fiscal year 2001. In connection with the acquisitions, Cisco expects a one-time charge for purchased in-process research and development expenses not to exceed $0.02 per share. Both acquisitions have been approved by the board of directors of each company and are subject to various closing conditions.
These acquisitions will help decrease network costs and enable new revenue-producing applications for service providers by combining voice, video and data services over packet networks. By accelerating the development of new applications for Voice Over IP networks, Cisco and its partners seek to expand the solutions available for service providers. The software solutions offered by Vovida Networks and IPCell Technologies are complimentary to Cisco’s existing IOS software and will interoperate with Cisco voice gateways. Vovida Networks was founded in 1999. The 65 employees will be led by Vovida CEO, Alan Knitowski and report into the Voice and Video Business Unit, led by Lou Santora, vice president and general manager, Voice and Video Services, Cisco’s Service Provider Line of Business. IPCell Technologies was founded in 1997. The 110 employees will be led by IPCell CEO, Allen Adams and report to Todd Murray, vice president and general manager, Communications and Software and Networking Services Group in the Service Provider Line of Business. Cisco Systems, Inc. is a leader in networking for the Internet. News and information are available at http://www.cisco.com .
AFFYMETRIX IN PACT TO BUY NEOMORPHIC
Santa Clara, CALIF. — Affymetrix announced that it has entered into a definitive agreement to acquire Neomorphic, Inc., a privately-held, internationally recognized computational genomics company. Neomorphic and Affymetrix will focus on integrating and applying their computational genomics and bioinformatics capabilities to develop new products based on information from the Human Genome Project and from the genomes of model organisms such as mouse, rat, Drosophila and Arabidopsis. “Affymetrix and Neomorphic will combine their expertise to accelerate the commercialization of the next generation of chip and information products for the human genome and other model organisms,” said Susan E. Siegel, President of Affymetrix. “The real winners in this acquisition will be our customers, who will have a more comprehensive view of key genomes than has previously been available, along with powerful new tools to interpret and understand the assembled genomic information, ” Ms. Siegel said.
“Neomorphic’s genome annotation tools enable us to identify and characterize substantially all of the genes in a given genome,” said Cyrus Harmon, President and Chief Executive Officer of Neomorphic. “By joining forces with Affymetrix, we unite our proven scientific approaches to understanding genomics with industry leading tools for generating high-quality genomic information. Together, we will generate complete, comprehensive views of important genomes on high density DNA arrays and make vital content available to scientists worldwide.” With the addition of Neomorphic, Affymetrix will strengthen its market leadership position in the DNA array field and gain a number of significant strategic advantages.
BROADCOM CORP COMPLETES NEWPORT COMMUN BUY
Irvine, CALIF. — Broadcom Corporation, a leading provider of integrated circuits enabling broadband communications, announced that it has completed the acquisition of NewPort Communications, Inc. NewPort Communications designs and develops high-performance integrated circuits for optical communications. Its product portfolio includes OC-48 and OC-192 SONET transceivers, framers, Serial 10 Gbps Ethernet tranceivers and the world’s highest speed SerDes technology. NewPort is based in Irvine. In connection with the acquisition, Broadcom issued an aggregate of 5,211,050 shares of its Class A Common Stock in exchange for all outstanding shares of NewPort Communications Preferred and Common Stock and reserved 411,088 additional shares of Class A Common Stock for issuance upon exercise of outstanding employee stock options of NewPort. The share issuances were exempt from registration pursuant to section 3(a)(10) of the Securities Act of 1933, as amended. Portions of the shares issued will be held in escrow pursuant to the terms of the acquisition agreement as well as various employee share repurchase agreements.
The merger transaction will be accounted for under the purchase method of accounting. Broadcom expects to record a one-time charge for purchased in-process research and development expenses related to the acquisition in its fourth fiscal quarter, ending December 31 (rather than in its third fiscal quarter as previously advised). Broadcom Corporation is the leading provider of highly integrated silicon solutions that enable broadband digital transmission of voice, video, and data. Using proprietary technologies and advanced design methodologies, the company designs, develops and supplies integrated circuits for a number of the most significant broadband communications markets, including the markets for cable set-top boxes, cable modems, high-speed local, metropolitan and wide area networks, home networking, Voice over Internet Protocol (VoIP), residential broadband gateways, direct broadcast satellite and terrestrial digital broadcast, optical networking, digital subscriber lines (xDSL) and wireless communications. Broadcom is headquartered in Irvine, Calif., and may be contacted at http://www.broadcom.com .
MAXTOR AND QUANTUM’S HDD UNIT AGREE TO MERGE
Milpitas, CALIF. — Maxtor Corporation and Quantum Corporation today announced a definitive agreement to combine Maxtor and Quantum HDD, Quantum’s Hard Disk Drive Group, in an all-stock transaction that will create the world’s leading disk drive company. Quantum’s HDD stockholders will receive 1.52 shares of Maxtor common stock for every share of HDD common stock they own. Based on the current market capitalizations of Maxtor and Quantum HDD, the transaction is valued at approximately $2.3 billion. To be named Maxtor Corporation, the combined company will be led by Mike Cannon, Maxtor’s current president and chief executive officer. At closing, on a pro forma basis, the company will have a combined ship rate of more than 50 million hard drives annually for use in a broad range of desktop personal computers, Intel-based servers, and consumer electronics applications. In addition, Maxtor’s Network Systems Group, which is currently shipping a family of network-attached storage (NAS) products under the MaxAttach brand, will be part of the combined company.
“This is a bold and strategic step for both companies,” said Mr. Cannon. “The combined company will have the financial resources, product breadth, and intellectual property to capitalize on the future explosive growth of storage at both the storage device and subsystem levels. By combining the resources of the two companies and the manufacturing expertise of Matsushita-Kotobuki Electronics Industries, Ltd. (“MKE”), a strategic partner of Quantum, the combined enterprise will be able to maintain a leadership position in desktop drives and be exceptionally well positioned to expand rapidly into other high-growth segments, including Intel-server drives, consumer electronics drives, and server appliances. “This combination of resources is also expected to reduce duplicative expenses. We anticipate that, with the operational efficiencies resulting from this transaction, we will be in a position to offer better value for our customers, while generating the profits necessary to fund expanded research and development to become a stronger competitor in this industry,” Mr. Cannon said.