Conexant Receives $170 Million Cash Repayment of Skyworks Debt; Skyworks Increases Expected Payment by $30 Million, Retires Credit Facility with Conexant.

Business Editors

NEWPORT BEACH, Calif.--(BUSINESS WIRE)--Nov. 13, 2002

Conexant Systems, Inc. (Nasdaq: CNXT), a worldwide leader in semiconductor system solutions for communications applications, announced today that it has received approximately $170 million in cash, an increase of approximately $30 million above what was previously anticipated, against its existing financing agreements with Skyworks Solutions, Inc. (Nasdaq: SWKS). The increased cash repayment is a result of the initial purchasers of the Skyworks convertible debt offering exercising their option to acquire additional notes.

Skyworks was formed in June 2002 when Conexant spun-off and merged its wireless communications business with Alpha Industries, Inc. to create the industry's leading wireless semiconductor company focused on radio frequency and complete semiconductor system solutions for mobile communications applications. Of the $170 million cash received, approximately $105 million plus $45 million of senior convertible notes have been applied to retire the $150 million note Skyworks issued at the time of the spin-off for the purchase of Conexant's semiconductor assembly and test facility, located in Mexicali, Mexico. As previously agreed upon, the $45 million 15 percent senior convertible notes are due on June 30, 2005.

Approximately $65 million of the $170 million cash repayment has been applied to pay off the total outstanding balance due under the Skyworks revolving credit facility with Conexant. Concurrent with the repayment, Conexant's credit facility with Skyworks has been cancelled and Conexant's security interest in all assets and properties of Skyworks has been released.

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 solutions that enable digital entertainment and information networks for the home and small office. Mindspeed Technologies(TM), the company's Internet infrastructure business, designs, develops and sells a complete portfolio of semiconductor networking solutions that facilitate the aggregation, transmission and switching of data, video and voice from the edge of the Internet to linked metropolitan area networks.

Conexant, headquartered in Newport Beach, Calif., is a member of the Nasdaq-100 market index. To learn more, visit us at www.conexant.com or www.mindspeed.com.

Safe Harbor Statement

This press release contains statements relating to future results of Conexant (including certain projections and business trends) that are "forward-looking statements" as defined in the Private Securities Litigation Reform Act 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: global economic and market conditions, such as 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; the ability to develop and implement new technologies and to obtain protection for the related intellectual property; the successful separation of the company's broadband communications and Internet infrastructure businesses; the ability to attract and retain qualified personnel; and the uncertainties of litigation, as well as other risks and uncertainties, including but not limited to the security and safety risks of our employees and of company facilities and those risks and uncertainties 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.

Conexant and Mindspeed are trademarks of Conexant Systems, Inc. Other brands and names contained in this release are the property of their respective owners.