[November 12, 2009] Sigma Designs acquires CopperGate Communications Tweet Nov 12, 2009 (Datamonitor Financial Deals Tracker via COMTEX) -- Sigma Designs, Inc. has acquired all of the outstanding share capital of CopperGate Communications, Ltd. for a cash payment of approximately $116 million and the issuance to CopperGate shareholders of an aggregate of approximately 3.9 million shares of Sigma common stock. Both the companies are US-based developers of system-on-a-chip (SoC) semiconductors. Under the terms of the acquisition agreement, Sigma also assumed outstanding unvested options held by CopperGate employees and agreed to make an additional cash payment of up to $5 million to specified CopperGate employees upon attainment of specified milestones. Announcement (October 13, 2009): Sigma has entered into a definitive agreement to acquire CopperGate in a cash and stock transaction with an agreed value of $160 million, net of CopperGate's cash at the closing of the transaction. The estimated amount of cash to be paid by Sigma on the closing date is approximately $92 million, plus the amount of cash and cash equivalents estimated to be held by CopperGate at the closing, net of CopperGate transaction expenses and debt outstanding at the closing. In addition, Sigma will issue shares of its common stock to CopperGate shareholders estimated at the time of signing to equal approximately 4 million shares. Sigma has also agreed to pay up to an aggregate of $5 million in cash to specified CopperGate employees; provided that the eligible employee remains employed by Sigma and certain milestones are achieved. Sigma will also assume unvested stock options held by CopperGate employees that will become exercisable for approximately 0.5 million Sigma shares when vested in accordance with their existing vesting schedules. The holders of over 95% of the outstanding capital stock of CopperGate have executed the definitive agreement. Certain significant shareholders have also agreed to vote their shares in favor of the transaction. The transaction is expected to close in 45 to 60 days. Rumor (September 30, 2009): According to TMCNet.com, the Globes newspaper reported that Sigma is in talks to acquire CopperGate. The transaction is reported to be valued between $200 million to $250 million. Earlier, CopperGate had secured venture funding from Tamir Fishman Ventures, Carmel Ventures, The Challenge Fund II and Motorola Ventures. The newspaper also reported that Mellanox Technologies has withdrawn its interest to acquire CopperGate Communications. UBS Securities LLC is acting as Sigma's exclusive financial advisor. Deal Value (US$ Million) 160 Deal Type Acquisition Sub-Category 100% Acquisition Deal Status Completed: 2009-11-12 Deal Participants Target (Company) CopperGate Communications, Ltd. Acquirer (Company) Sigma Designs, Inc. Deal Rationale The transaction further strengthens Sigma's position and expands its footprint with key customers, in addition to enabling cross selling opportunities. The combination of Sigma and CopperGate is also expected to yield several potential synergies including synergies from leveraging manufacturing know-how and combined wafer sourcing, further SoC integration and combined research and development. [ Back To TMCnet.com's Homepage ]