Sivers Semiconductors AB (“Sivers”; Nasdaq Stockholm: OM.SIVE) has today completed the previously announced acquisition of MixComm Inc. (“MixComm”) to strengthen its position in 5G, SATCOM and Radar markets for current and future high frequency mmWave products. The acquisition provides a greatly increased customer base, expanded capacity, a broad IP portfolio and a strong presence across the US, Europe and Asia.
The purchase price for the acquisition has been satisfied through a cash payment of USD 22.5 million (approximately SEK 212 million at the current exchange rate), and the issuance of 39,187,320 new ordinary shares in the Company, corresponding to a dilution of approximately 18.3 percent (based on the number of shares in issue after completion). The shares issued to the sellers are covered by a lock-up of 12 months for 50 percent of the consideration shares and 18 months for the remaining 50 percent of the shares. A further up to 6,993,007 newly issued shares may be issued to the sellers subject to the satisfaction of certain commercial customer milestones within nine months from signing.
The selling shareholders of MixComm include its founders, employees, Kairos Ventures (a leading US venture capital investor focused on identifying and commercializing the world's leading scientific discoveries) and GlobalFoundries. Kairos will become a significant shareholder in Sivers after the completion of the acquisition. Todd Thomson, Chief Operating and Financial Officer of Kairos Ventures, has also today joined the board of directors of Sivers, as approved at the EGM in November 2021.
MixComm will be part of the Sivers Wireless business area within Sivers Semiconductors. Overall, the new expanded group is expected to create conditions for accelerated growth.
Through the merger, Sivers Wireless will increase its total number of design wins by approximately 70 percent to 44 and double the number of design wins that are expected to enter volume production within the next 12 months, from eight to 16 in total. MixComm currently has 18 design wins, including a design win with a leading Tier 1 5G infrastructure customer and a significant pipeline of potential new customer opportunities.
"It is very gratifying that we have now received regulatory approval from The Committee on Foreign Investment in the United States (CFIUS) to complete this transaction. We have seen very good progress within MixComm since we agreed the deal last October and are now looking forward to starting to deliver the very significant synergy benefits that we see from the combination," says Anders Storm, Group CEO of Sivers Semiconductors.
Founded in 2017, MixComm is headquartered in Chatham, New Jersey (USA) and has design centres in Oregon and California. It is an active US participant in 5G BFIC (repeaters / base stations), SATCOM and radar verticals. Led by a world-class executive team, the company was built on more than 10 years of development at Columbia University led by Dr. Krishnaswamy (MixComm’s co-founder and CTO) through externally funded research projects totalling approximately USD 94 million across all projects and participants. The majority of MixComm's employees hold a PhD and the company is the first and only mmWave company selected to join the 5G Open Innovation Lab founded by T-Mobile and Intel. MixComm's flagship Beam Forming IC (BFIC), the SUMMIT 2629, was the recipient of numerous "Best Products" citations in 2020, including "The Broadband Innovation of the Year" from the Mobile Breakthrough Awards. MixComm has established partnerships with GlobalFoundries (who is also a minority investor in MixComm) for RF-SOI fabrication, packaging and test services, and with Richardson RFPD for distribution and logistics globally. Both the GlobalFoundries and the Richardson RFPD collaboration will continue under the Sivers Wireless brand and be expanded to all products by the company.
Sivers was advised by IA Global Capital (financial advisor), Squire Patton Boggs (US law), Hansen (Swedish law), Setterwalls (Swedish law), PwC (tax) and Cohn Reznick (financial due diligence). MixComm was advised by BofA Securities (financial advisor), Cooley (US law) and Vinge (Swedish law).
For more information please contact:
Anders Storm, CEO
Tel: +46 70 262 6390
E-mail: [email protected]
This information is information that Sivers Semiconductors AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the Sivers contact person set out above, at 16:30 CET on February 22, 2022.
Sources and assumptions
(1) An exchange rate of SEK 9.38 /USD has been used throughout this announcement.
(2) The percentages of Sivers share capital to be issued pursuant to the transaction and for which EGM voting commitments have been secured are based on the current number of Sivers shares and voting rights in issue before the intended directed share issue.
This press release contains forward-looking statements that reflect Sivers’ intentions, assessments, or current expectations about and targets for Sivers’ future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which Sivers operates. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "expect", "anticipate", "intend", "may", "plan", "estimate", "will", "should", "could", "aim" or "might", or, in each case, their negative, or similar expressions. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although Sivers believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialize or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. Sivers does not guarantee that the assumptions underlying the forward-looking statements in this press release are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this press release. Readers of this press release should not place undue reliance on the forward-looking statements in this press release. The information, opinions and forward-looking statements that are expressly or implicitly contained herein speak only as of its date and are subject to change without notice. Neither Sivers nor anyone else undertakes to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, unless it is required by law or Nasdaq Stockholm’s rule book for issuers.
Sivers Semiconductors AB is a leading and internationally recognized technology company that, through its two business areas Wireless and Photonics, supplies chips and integrated modules. Wireless develops RF chips and antennas for advanced 5G systems for data and telecommunications networks. Photonics develops and manufactures semiconductor-based optical products for optical fiber networks, sensors and optical fiber communications (Li-Fi). The company is listed on Nasdaq Stockholm under SIVE. The head office is located in Kista, Sweden. For more information contact: www.sivers-semiconductors.com