Conexant Acquires PCTEL's Soft Modem Business Unit.Business Editors/High-Tech Writers NEWPORT BEACH Newport Beach, residential and resort city (1990 pop. 66,643), Orange co., S Calif., on Newport Bay and the Pacific Ocean; inc. 1906. It is a popular seaside resort and yachting center. Manufactures include electrical and medical equipment, computers, boats, and adhesives. , Calif. & CHICAGO--(BUSINESS WIRE)--May 8, 2003 Conexant Strengthens Modem Offering; PCTEL to Focus on Wi-Fi, Wireless Networking Performance and Intellectual Property Licensing Conexant Systems, Inc. (Nasdaq:CNXT), a worldwide leader in semiconductor system solutions for communications applications, and PCTEL, Inc. (Nasdaq:PCTI PCTI Passaic County Technical Institute (Wayne, New Jersey) PCTI Provider Tag Control Information ), a leading provider of Internet access See how to access the Internet. products, 802.11 mobility software and software-defined radio A software-defined radio (SDR) system is a radio communication system which can tune to any frequency band and receive any modulation across a large frequency spectrum by means of programmable hardware which is controlled by software. products, today announced that Conexant has acquired PCTEL's soft modem Software that performs modem functions using the computer's main CPU rather than in modem hardware. Instead of using a dedicated data pump, programmable DSP chips are used. For example, the PowerPC and Intel's MMX Pentiums have instructions that allow it to perform modem functions. operation. "Conexant has a long history of innovation and leadership in modem technology, and our connectivity solutions can be found in a wide variety of products including desktop and notebook computers, handheld devices, video game consoles This is a list of video game consoles by the era they appeared in. Eras are named based on the dominant console type of the era (even though not all consoles of those eras are of the same type). Some eras are referred to based on how many bits a major console could process. , and set-top boxes," said Matt Rhodes, president of Conexant's Broadband Communications segment. "The acquisition of PCTEL's soft modem unit strengthens our well-established position, and we look forward to providing PCTEL's customers with continuity of supply and the same outstanding support our customers enjoy as we continue to deliver solutions that connect millions of people to the Internet. As we focus on making this event transparent to customers, Conexant will continue to support the highly regarded Silicon Labs silicon DAA DAA - Distributed Application Architecture: under design by Hewlett-Packard and Sun. A distributed object management environment that will allow applications to be developed independent of operating system, network or windowing system. for the PCTEL host signal processing Host Signal Processing (HSP) is a term used in computing to describe hardware such as a modem which is emulated (to various degrees) in software. (HSP (Hosting Service Provider) An organization that specializes in hosting Web sites. There are various levels of offerings from sharing a Web server with several other companies to having a dedicated Web server or to providing co-location services. See co-location. ) modem product family." "We are proud of the leadership role that PCTEL played in developing the soft modem industry and believe that Conexant is the ideal supplier to provide our customers with the technology and support required for long-term success," said Marty Singer, PCTEL's chairman and chief executive officer. "During the past few years, as we enjoyed success in the modem market, we also established a strong intellectual property portfolio, and we have determined that now is the right time to change our strategic direction. This agreement strengthens our modem patent portfolio and will allow us to focus our attention on new businesses in wireless networking See wireless network. . It also enhances our ongoing licensing business while reducing our exposure to the patent claims of others." Under the terms of the agreement, Conexant will take over PCTEL's facilities in Milpitas, Calif., and Taipei, Taiwan, and retain key customer support resources in Austin, Texas, and Tokyo. Approximately 30 PCTEL employees will transfer to Conexant. The company also received a fully paid-up, worldwide license under PCTEL's modem patent portfolio. The license covers patents essential to the implementation of the V.90 standard as well as other soft modem patents. Conexant expects the acquisition to be accretive as early as the September-ending quarter. PCTEL will receive an undisclosed amount of cash for its modem operations, and a commitment that Conexant will utilize PCTEL's Segue se·gue intr.v. se·gued, se·gue·ing, se·gues 1. Music To make a transition directly from one section or theme to another. 2. (TM) Roaming Client software with its 802.11 Wi-Fi products. Conexant will pay a royalty to PCTEL on its modem sales over the next four years. PCTEL retained all rights to its modem portfolio as well as its existing licensing business, and acquired ownership of more than 20 Conexant patents, including several pertaining per·tain intr.v. per·tained, per·tain·ing, per·tains 1. To have reference; relate: evidence that pertains to the accident. 2. to the relatively new V.92 standard and Ethernet technology. The total value of the transaction could be as much as $19 million, depending on royalty Synopsis On Royalty: A Very Polite Inquiry into Some Strangely Related Families is the attempt of Jeremy Paxman to examine and understand how the increasingly irrelevant institution that is Monarchy has managed to continue to hold to the imaginations of the public. payments. Other terms of the agreement were not made public. The agreement is subject to customary closing conditions and is expected to be completed in the next few days. About Soft Modems and V.90/V.92 Standards A soft modem has the same functionality as a traditional hardware modem, but all of the digital signal processing See DSP. Digital Signal Processing - (DSP) Computer manipulation of analog signals (commonly sound or image) which have been converted to digital form (sampled). is done in the host computer's main processor. V.90 is a standard established in 1998 that makes it possible to accelerate data downstream from the Internet to a computer at speeds up to 56 Kbps. V.90 is currently the most prevalent modem standard, and is used by individuals worldwide to connect to the Internet. Modems based on V.92, the most recent modem standard, provide broadband-like advantages that include quick access, an uninterrupted connection and faster performance. About Conexant Conexant Systems, Inc., a worldwide leader in semiconductor system solutions for communications applications, leverages its expertise in mixed-signal processing to deliver integrated systems and semiconductor products through two separate businesses. The Broadband Communications business develops and delivers integrated semiconductor solutions that enable digital entertainment and information networks for the home and small office. Its product portfolio includes the building blocks required for bridging cable, satellite, and terrestrial data and digital video networks. Mindspeed Technologies(TM), the company's Internet infrastructure business, designs, develops and sells semiconductor networking solutions for communications applications in enterprise, access, metropolitan and wide area networks. Conexant is headquartered in Newport Beach, Calif. To learn more, visit us at www.conexant.com or www.mindspeed.com. About PCTEL PCTEL, founded in March 1994, is a leading provider of innovative and cost-effective Internet access solutions, 802.11 mobility software and software-defined radio products. PCTEL's products include analog soft modems, DSP-based modems, WLAN See wireless LAN. WLAN - wireless local area network software products (Segue(TM) Product Line) that simplify installation, roaming, Internet access and billing. Through its subsidiary, DTI Diffusion tensor imaging (DTI) A refinement of magnetic resonance imaging that allows the doctor to measure the flow of water and track the pathways of white matter in the brain. , the company designs, develops and distributes OEM (Original Equipment Manufacturer) The rebranding of equipment and selling it. The term initially referred to the company that made the products (the "original" manufacturer), but eventually became widely used to refer to the organization that buys the products and receivers and receiver-based products that measure and monitor cellular networks. The company maintains a portfolio of more than 80 analog and broadband communications and wireless patents, issued or pending, including key and essential patents for modem technology. The company's products are sold to PC manufacturers, PC board and card manufacturers, wireless carriers, wireless ISPs, software distributors, wireless test and measurement companies, and system integrators. PCTEL headquarters are located at 8725 West Higgins Road, Suite 400, Chicago, IL 60631, telephone: 773/243-3000. For more information, visit the company's Web site at: http://www.pctel.com. Conexant Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. Statement This news release contains statements relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc future results of Conexant (including certain projections and business trends) that are "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " as defined in the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. Actual results may differ materially from those projected as a result of certain risks and uncertainties. These risks and uncertainties include, but are not limited to: the cyclical nature of the semiconductor industry and the markets addressed by the company's and its customers' products; demand for and market acceptance of new and existing products; successful development of new products; the timing of new product introductions; the availability of manufacturing capacity; pricing pressures and other competitive factors; changes in product mix; product obsolescence ob·so·les·cent adj. 1. Being in the process of passing out of use or usefulness; becoming obsolete. 2. Biology Gradually disappearing; imperfectly or only slightly developed. ; the ability to develop and implement new technologies and to obtain protection for the related intellectual property; the successful implementation of the company's expense reduction and restructuring initiatives; the successful separation of the company's Broadband Communications and Mindspeed Technologies(TM) businesses; the ability to attract and retain qualified personnel; and the uncertainties of litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute. When a person begins a civil lawsuit, the person enters into a process called litigation. , as well as other risks and uncertainties, including those detailed from time to time in the company's Securities and Exchange Commission filings. These forward-looking statements are made only as of the date hereof, and the company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise. PCTEL Safe Harbor Statement This news release contains "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Specifically, the statements regarding the company's expectations with respect to the completion of the transaction with Conexant and its potential benefits; its plans to focus the company's attention on its wireless networking business, the anticipated strengthening of the company's modem patent portfolio; the enhancement of its licensing business and the reduction of the company's exposure to the patent claims of third parties are forward-looking statements within the meaning of the safe harbor. These statements are based on management's current expectations and actual results may differ materially from those projected as a result of certain risks and uncertainties. These risks and uncertainties include, but are not limited to: demand for and market acceptance of new alternative Internet access devices; the company's success at developing and growing its wireless business; the company's ability to develop and implement new technologies and to obtain protection for the related intellectual property; competitive risks; and its ability to successfully license the company's intellectual property; its ability to realize the potential financial or strategic benefits of past and future transactions. These risks and uncertainties, including but not limited to those detailed from time to time in the company's Securities and Exchange Commission filings, can affect its financial condition, future results of operations, business and prospects. These forward-looking statements are made only as of the date hereof. The company disclaims any obligation to update or revise the information contained in any forward-looking statement, whether as a result of new information, future events or otherwise. Note to Editors: Conexant and Mindspeed are trademarks of Conexant Systems, Inc. PCTEL, the PCTEL logo and Segue are trademarks of PCTEL, Inc. Other brands and names contained in this release are the property of their respective owners. |
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