IDT to acquire GigPeak for $250m for Optical Interconnects

Integrated Device Technology (IDT) of San Jose, California and GigPeak, a supplier of semiconductor ICs and software for high-speed connectivity and video compression over the network and in the cloud, announced that they have signed a definitive agreement for IDT to acquire GigPeak for $3.08 per share, or approximately $250 million, in cash, representing a premium of approximately 22% to GigPeak's closing share price on February 10th.

Under the terms of the merger agreement, IDT will launch a tender offer to acquire all of the issued and outstanding common stock of GigPeak for $3.08 per share. The boards of directors of both companies have unanimously approved the terms of the agreement and the GigPeak board has resolved to recommend that stockholders accept the offer.

The combination of IDT and GigPeak is projected to add approximately $16 million of quarterly revenue at a 70% non-GAAP gross margin and to be accretive to earnings in first full quarter following closing of the transaction.

The acquisition of GigPeak will provide IDT with an optical interconnect product line and technology business that is complementary to its established position as a supplier of real-time interconnect products. More specifically, the combination is expected to extend IDT's leading position as a supplier of communications and cloud data centre products

IDT noted that GigPeak's optical interface products have been widely adopted by major companies in the communications, cloud data centre, and military/aviation markets. With the acquisition, IDT will be able to provide ultra-high speed data connectivity products featuring electrical, RF and optical technologies.

The transaction is not subject to a financing condition, although it is subject to customary conditions including the tender of the majority of the outstanding GigPeak shares; it is anticipated that the acquisition will close the second calendar quarter of 2017.

Separately, GigPeak reported financial results for its fourth quarter and fiscal year 2016, ended December 31, 2016, including fourth quarter revenue of $16.2 million, compared with $15.8 million in the third quarter and $11.1 million in the fourth quarter 2015. GAAP net income in the fourth quarter was $1.5 million, compared with net income of $0.7 million in the third quarter and net income of $0.3 million for the 2015 fourth quarter.

Full year 2016 revenue was $58.7 million, versus $40.4 million in 2015, with GAAP net income of $2.2 million, compared with net income of $1.2 million in 2015.

For its most recent third quarter ended January 1, 2017, IDT reported revenue of $176.36 million, versus $184.06 million in the second quarter and $177.61 million in the prior year third quarter. Net income for the third quarter was $34.74 million, compared with net income of $24.59 million in the second quarter and net income of $32.54 million in the prior year third quarter.

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