Cypress To Acquire HiBand Semiconductors; Acquisition of Supplier of High-Performance Networking Chips Will Bring 10 Gigabit Physical Layer to Cypress.Business Editors/High Tech Writers SAN JOSE San Jose, city, United States San Jose (sănəzā`, săn hōzā`), city (1990 pop. 782,248), seat of Santa Clara co., W central Calif.; founded 1777, inc. 1850. , Calif.--(BUSINESS WIRE)--Feb. 5, 2001 Cypress Semiconductor Cypress Semiconductor is a semiconductor design and manufacturing company. It began operations in 1982 and listed publicly in 1986. Two years later, the company shifted over to the New York Stock Exchange under the symbol, (NYSE: CY). (NYSE NYSE See: New York Stock Exchange :CY) today announced that it had signed a definitive agreement to acquire HiBand Semiconductors. HiBand is a provider of mixed-signal integrated circuits for high-speed communications markets, such as SONET, Ethernet, Fibre Channel, and InfiniBand(TM). HiBand is currently in the final stages of the development of a 10 Gbps physical layer device for Ethernet applications. T.J. Rodgers, Cypress's president and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. said, "Cypress is building on its expertise in physical-layer communications devices and in optical technology. Our acquisition of HiBand will extend those capabilities. "The demand for increased network operating speed The operating speed of a road is the speed at which motor vehicles generally operate on that road. The precise definition of "operating speed", however, is open to debate. has pushed engineers to evaluate and change the traditional approaches to designing communications backplanes. The HiBand acquisition will enable us to deliver to our customers the capability to transition from parallel- to serial-bus designs and from electrical to optical technologies. Taking advantage of the backplane solutions Cypress already offers, we will build a broad portfolio of communications backplane solutions for a wide range of applications." Network system designers have begun implementing serial buses in communications backplanes instead of parallel buses, which impose speed, noise and scalability limitations. Serial communications See serial transmission and serial. eliminate cross-talk and enable the use of fiber-optic technology to increase system speed, reduce noise and provide scalability. As designers seek to build systems that move data at speeds higher than 2.5 Gbps, they need to transition from electrical connections to optical technology, which will provide a bridge to 10 Gbps transmission rates and beyond. "HiBand brings to Cypress a wealth of optical technology expertise, analog development skills, and a solid management team that are critical to developing new products for the high-speed communications space," said Rich Bowers, president, CEO and VP of engineering at HiBand. "Our demonstrated track record using state-of-the-art, industry-standard processes and advanced cell library development, combined with Cypress's design, manufacturing and marketing resources, will create a position of strength for our merged companies in a range of communications markets." "The HiBand acquisition will also give Cypress an R&D facility in Scotts Valley, California Scotts Valley is a small city located in eastern Santa Cruz County, California, United States, about ten miles (16 km) south of San Jose and six miles (10 km) north of the beach in the upland slope of the Santa Cruz Mountains. As of the 2000 census, the city population was 11,385. , allowing us to expand our presence in the area as a whole. We will have the opportunity to tap the engineering talent in that portion of Silicon Valley," said Cypress's Rodgers. The merger is intended to be accounted for by the purchase accounting method. The closing is subject to regulatory approvals and other customary conditions. The merger is expected to close in the first quarter of 2001. About Cypress Cypress Semiconductor is "Driving the Communications Revolution"(TM) by providing high-performance integrated circuit integrated circuit (IC), electronic circuit built on a semiconductor substrate, usually one of single-crystal silicon. The circuit, often called a chip, is packaged in a hermetically sealed case or a nonhermetic plastic capsule, with leads extending from it for solutions to fast-growing markets, including data communications data communications, application of telecommunications technology to the problem of transmitting data, especially to, from, or between computers. In popular usage, it is said that data communications make it possible for one computer to "talk" with another. , telecommunications, computation, consumer products, and industrial control. With a focus on emerging communications applications, Cypress's product portfolios include high-speed data communications ICs; networking-optimized and micropower static RAM; high-bandwidth multi-port and FIFO (First In First Out) A storage method that retrieves the item stored for the longest time. Contrast with LIFO. See traffic engineering methods. FIFO - first-in first-out memories; high-density programmable logic devices; timing technology solutions; and controllers for Universal Serial Bus See USB. (hardware, standard) Universal Serial Bus - (USB) An external peripheral interface standard for communication between a computer and external peripherals over an inexpensive cable using biserial transmission. (USB USB in full Universal Serial Bus Type of serial bus that allows peripheral devices (disks, modems, printers, digitizers, data gloves, etc.) to be easily connected to a computer. ). About HiBand HiBand Semiconductors, Inc. is a provider of mixed-signal semiconductor technology, enabling the realization of higher-speed serial data communications between integrated circuits and systems in networking, computing and communications applications. HiBand was incorporated in October 1997 with a vision of driving the emerging multi-gigabit serial communications IC industry. The company is driving the development of multi-gigabit serial interface silicon by using proprietary and patented techniques, advanced design methodologies, and unique design capabilities. 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. Provision "Safe Harbor" Statement under 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: Statements in the press release regarding Cypress's business that are not historical facts are "forward-looking statements" involving risk and uncertainties, including but not limited to the effect of global economic conditions, shifts in supply and demand, market acceptance risks, the impact of competitive products and pricing, product development, commercialization and technological difficulties, and capacity and supply constraints. Please refer to Cypress's Securities and Exchange Commission filings for a discussion of such risks. This news release contains forward-looking statements regarding the completion of the acquisition, the impact of the acquisition on Cypress's operating results, future market demand and acceptance of Cypress's and HiBand's products, and development of new business and products of the combined company which involve risks and uncertainties. These statements can be identified by use of the words "will" and "expect." Cypress's actual results may vary materially from the results discussed in the forward-looking statements. Factors that may cause such a difference include those risks surrounding the closing of the acquisition; timely development, production and continued and increased market acceptance of the combined companies' products; Cypress's ability to successfully combine the operation of the two companies; the ability of the combined company to compete in the highly competitive and rapidly changing marketplace; and the other risks detailed from time to time in Cypress's periodic reports filed with the Securities and Exchange Commission, including but not limited to its annual report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the fiscal year ended January 2, 2000 and its quarterly reports on Forms 10-Q and 10-Q/A for the fiscal quarter ended October 1, 2000. "Driving the Communications Revolution" is a trademark of Cypress Semiconductor. InfiniBand is a trademark of the InfiniBand Trade Organization. |
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