Conexant to Acquire Sierra Imaging, a Leading Supplier of Digital Camera Image-Processing Solutions.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.--(BUSINESS WIRE)--May 23, 2000 Combination Will Allow Conexant To Offer Industry's First Complete Camera Solutions To Fast-Growing Imaging Appliance Markets Conexant Systems Inc. (Nasdaq:CNXT) Tuesday announced that it has agreed to acquire Sierra Imaging Inc., of Scotts Valley, Calif. Founded in 1994, the privately held company privately held company A firm whose shares are held within a relatively small circle of owners and are not traded publicly. helped pioneer the development of software and silicon digital image-processing solutions for the fast-growing digital still camera market. The combination of Sierra's "back-end" digital image processors and image management software, together with Conexant's "front-end" complementary metal oxide semiconductor See CMOS. (integrated circuit) Complementary Metal Oxide Semiconductor - (CMOS) A semiconductor fabrication technology using a combination of n- and p-doped semiconductor material to achieve low power dissipation. (CMOS (Complementary Metal Oxide Semiconductor) Pronounced "c-moss." The most widely used integrated circuit design. It is found in almost every electronic product from handheld devices to mainframes. ) image sensors, offers digital camera manufacturers the industry's first complete camera solution. Also today, Conexant introduced its high-resolution, megapixel digital CMOS image sensor A CMOS-based chip that records the intensities of light as variable charges similar to a CCD chip. Although initially used in less expensive digital cameras, the quality of CMOS sensors has improved steadily. CMOS sensors have advantages over CCDs. for digital cameras. The Sierra team will join Conexant's Personal Imaging Division, which provides semiconductor solutions for image capture, processing, communications and output. Sierra will continue to operate in Scotts Valley to provide best-in-class digital camera solutions that can be leveraged into other emerging imaging markets. The Personal Imaging Division's family of CMOS digital image sensors and image processing image processing Set of computational techniques for analyzing, enhancing, compressing, and reconstructing images. Its main components are importing, in which an image is captured through scanning or digital photography; analysis and manipulation of the image, accomplished "back-ends" provide total solutions for low-resolution PC and Internet cameras, and now, in combination with Sierra, high-resolution digital still cameras. Conexant will also soon have solutions for personal digital assistants (PDAs) and mobile handsets that can capture and transmit digital snapshots and video over wireless networks. According to IDC, the worldwide digital still camera market for 1999 was 6.6 million units. The projections for 2004 are more than 40 million units, growing at a cumulative annual growth rate of 45 percent. Sierra's imaging products include digital image-processing chips, real-time digital signal processor A digital signal processor (DSP) is a specialized microprocessor designed specifically for digital signal processing, generally in real-time computing. Characteristics of typical Digital Signal Processors
in full Reduced Instruction Set Computing Computer architecture that uses a limited number of instructions. RISC became popular in microprocessors in the 1980s. )-based firmware for camera image processing and control and Web-enabled image management software. The company's third-generation digital image processing Digital image processing is the use of computer algorithms to perform image processing on digital images. Digital image processing has the same advantages over analog image processing as digital signal processing has over analog signal processing — it allows a much wider chip, Raptor II(TM), is faster than general-purpose DSPs by a factor of 10, features an "instant-on" operating environment and throughput rates of up to 3.3 megapixels per second. The highly-scaleable and programmable device incorporates unprecedented processing speed and flexibility, supports multiple storage media and display types, and works with CMOS and charge coupling device (CCD CCD in full charge-coupled device Semiconductor device in which the individual semiconductor components are connected so that the electrical charge at the output of one device provides the input to the next device. ) sensors as large as 16 million pixels. Sierra also recently introduced Image Expert 2000(TM) image management software which provides core imaging functionality that people use on a daily basis such as e-mailing, printing, sharing, building Web pages and uploading images to on-line print and sharing services. "The acquisition of Sierra Imaging will allow us to aggressively penetrate multiple markets with total 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 customer solutions," said Kevin Strong, senior vice president and general manager of Conexant's Personal Imaging Division. "Sierra possesses an outstanding team, an industry-leading portfolio of products and technologies and a new base of top-tier digital camera customers for Conexant. Last year we enhanced our multifunction peripheral systems capability with the acquisition of DeviceGuys. This latest transaction rounds out our camera systems competency and uniquely positions Conexant to become the leader in both of our core imaging markets." "We look forward to joining with Conexant to offer `best-in-class' digital imaging solutions," said Wendell Balc, Sierra Imaging president and chief executive officer. "We are particularly excited about taking advantage of Conexant's imaging expertise, complementary communications solutions, manufacturing strengths and global sales force. "This will complement Sierra's relationships with the world's leading digital camera companies such as Agfa, Eastman Kodak, Epson, Hewlett-Packard, Polaroid and Toshiba Corp." Conexant will issue approximately 1.25 million shares to acquire all the shares and options of Sierra Imaging. The all-stock transaction has been approved by the boards of directors of both companies and is scheduled to close within approximately 30 days, subject to customary closing conditions. The transaction will utilize the purchase method of accounting and is expected to be accretive by Conexant's fiscal third quarter of 2001. The Sierra product portfolio is expected to generate an annualized annualized Of or relating to a variable that has been mathematically converted to a yearly rate. Inflation and interest rates are generally annualized since it is on this basis that these two variables are ordinarily stated and compared. revenue run-rate of more than $50 million in fiscal Q4 of 2001. About Conexant Systems With a revenue run-rate of approximately $2 billion per year, Conexant is the world's largest independent company focused exclusively on providing semiconductor solutions for communications electronics. With more than 30 years of experience in developing communications technology, the company draws upon its expertise in mixed-signal processing to deliver integrated systems and semiconductor products for a broad range of communications applications. These products facilitate communications worldwide through wireline voice and data communications networks, cordless and cellular wireless telephony systems, personal imaging devices and equipment, and emerging cable and wireless broadband communications networks. The company aligns its business into five product platforms: Network Access, Wireless Communications, Digital Infotainment, Personal Imaging, and Personal Computing. Conexant is a member of the S&P 500 and Nasdaq-100 Indices. For more information, visit Conexant at www.conexant.com. 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 future results of the company (including certain projections and business trends) that are "forward-looking statements" 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 ability of the Sierra product portfolio to generate projected revenues and become accretive on a cash earnings basis by the fourth quarter of fiscal 2001; global and market conditions, including, but 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 and extent of utilization of manufacturing capacity; pricing pressures and other competitive factors; changes in product mix; fluctuations in manufacturing yields; 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 diversification strategy; labor relations of the company, its customers and suppliers; 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 but not limited to 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. Other brands and names contained in this release are the property of their respective owners. |
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