Microtune Announces Agreement to Acquire Auvitek

Fri Jul 10, 2009 9:21am EDT
 
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PLANO, Texas & SHANGHAI--(Business Wire)--
Microtune®, Inc. (NASDAQ: TUNE) today announced the signing of a definitive
agreement to acquire privately-held Auvitek International, Ltd. for
approximately $9 million in cash and stock and with a potential earn-out if
certain performance targets are met, all subject to various standard closing
conditions. The acquisition is expected to close during the month of July. 

Microtune, inventor of the single-chip TV tuner, is a leading supplier of radio
frequency (RF) silicon and systems solutions for the cable TV, digital TV (DTV)
and automotive entertainment markets. Auvitek is a supplier of advanced DTV
demodulator integrated circuits (ICs) for the HDTV and TV-enabled peripherals
markets with primary engineering operations based in Shanghai, China. The
addition of Auvitek`s complementary digital components will transform Microtune
from a pure-play tuner supplier to a developer of highly integrated RF-to-bits
solutions. 

"The acquisition of Auvitek`s team and technology will not only enable us to
target a larger opportunity in the worldwide integrated digital TV market, but
also will allow us to better serve customers with more complete solutions," said
James A. Fontaine, President and CEO of Microtune. "It enriches our portfolio of
products; it substantially builds our intellectual property and employee talent
base; and it adds resources, alliances and relationships that will help
accelerate penetration into the China digital TV market." 

"Auvitek has been committed to engineering best-in-class demodulation and
channel decoding technology, and we are excited about becoming a part of
Microtune," said Pete Birch, President and CEO of Auvitek. "The strong synergies
in our technologies, markets, and customers, coupled with Microtune`s global
scale and financial strength, will help accelerate our growth and design wins.
We join a company that shares our commitment to customers in providing
high-performance electronics that ensure a quality TV viewing experience for
consumers." 

Upon the close of the acquisition, Auvitek will be wholly-owned by Microtune.
Birch will become Vice President and General Manager of the newly-formed
Microtune Digital Television Business, reporting to Executive Vice President,
Barry F. Koch. 

Under the terms of the agreement, Microtune will pay approximately $6.8 million
in cash and one million shares of Microtune stock, with a current value of
approximately $2.2 million, for the Auvitek business. 

"With its existing products, Auvitek will provide an additional revenue stream,
although its financial contribution will be small today, in the mid single-digit
millions per year. We do not expect it to be accretive in the near term, and it
is expected to delay breakeven on a consolidated basis until late 2010," Mr.
Fontaine said. "We are excited by the longer-term potential of this strategic
acquisition, one that we believe is achieved at a very reasonable price. We see
it as an important, future growth engine for the Company, one that will ensure
our health and competitive strength in the future as we gain traction initially
in the China TV market." 

Mr. Fontaine added, "Together, Microtune and Auvitek will continue to raise the
bar of innovation in the industry and continue to deliver best-in-class products
and solutions to our customers. We are very pleased to welcome the Auvitek team
and are excited to work together to create new opportunities for growth." 

Mr. Fontaine further reflects on the business significance of the Auvitek
acquisition in an interview available online. Microtune executives also plan to
provide additional information during the Company`s Second Quarter 2009
Conference Call, expected to be held on July 23, 2009 at 4:00 PM (CT). 

ABOUT MICROTUNE

Microtune, Inc. is a silicon and subsystems company that designs and markets
radio frequency (RF) solutions for the worldwide consumer electronics and
automotive electronics markets. Inventor of the MicroTuner single-chip broadband
tuner, Microtune offers a portfolio of advanced tuner, amplifier, and
upconverter products that enable the delivery of information and entertainment
across new classes of appliances and applications. The Company currently holds
83 U.S. patents for its technology. Founded in 1996, Microtune is headquartered
in Plano, Texas, with key design and sales centers located around the world. The
website is www.microtune.com. 

ABOUT AUVITEK

Auvitek International, Ltd. is a leading fabless semiconductor company focused
on developing ICs for the worldwide Digital Television and Multimedia
Convergence markets. With US operations based in Silicon Valley, Auvitek has
development, sales, and support offices in Shanghai, Shenzhen, Hong Kong, and
Taipei. Based on efficient and unique algorithms, its products are engineered to
offer high-performance demodulation solutions. Its advanced technology is
helping to deliver crystal-clear video and audio to customers in the consumer
electronics and personal computer markets. 

MICROTUNE FORWARD LOOKING STATEMENTS

All statements in this press release (and the accompanying executive
Interview/Q&A) other than statements of historical fact are forward-looking
statements that are subject to risks and uncertainties that could cause such
statements to differ materially from actual future events or results. Such
forward-looking statements are generally, but not necessarily, accompanied by
words such as "plan," "if," "estimate," "expect," "believe," "could," "would,"
"anticipate," "may," or other words that convey uncertainty of future events or
outcomes. Such forward looking statements include, but are not limited to,
statements regarding the expected timing of the completion of the merger and
statements about the benefits of the merger, including future financial and
operating results. These forward-looking statements and other statements made
elsewhere in this release are made in reliance, in part, on the Private
Securities Litigation Reform Act of 1995. Factors which could cause actual
results to differ from anticipated results include the Company's ability to
introduce new products, achieve design wins, maintain customer and strategic
partner relationships, complete the merger on the anticipated schedule, forecast
customer demand and manage inventory levels (including forecasting customer
demand of Auvitek`s products), control and budget expenses, protect proprietary
technology and intellectual property, successfully integrate and manage Auvitek,
and successfully prosecute and defend any pending or future litigation. Any one
of these factors may cause the Company's actual financial results to differ
materially from its projected financial results. The forward-looking statements
in this release speak only as of the date they are made. We undertake no
obligation to revise or update publicly any forward-looking statement for any
reason. Readers are referred to our Annual Report on Form 10-K, Quarterly
Reports on Form 10-Q, recent Current Reports on Form 8-K, and other Securities
and Exchange Commission filings which discuss the foregoing factors as well as
other important risk factors that could affect our business, results of
operations and financial condition. 

TRANSLATIONS

Microtune has only reviewed the English-language version of this press release
for accuracy and is not responsible for the accuracy of statements in
subsequently translated versions of this document. Readers are strongly advised
to review the English-language version of this press release. 

EDITOR'S NOTE

Microtune is a registered trademark and MicroTuner is a trademark of Microtune,
Inc. Copyright © 2009 Microtune, Inc. All rights reserved. 

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Microtune, Inc.
Media
Kathleen Padula, 972-673-1811
kathleen.padula@microtune.com
or
Investor Relations
Jeff Kupp, 972-673-1610
ir@microtune.com

Copyright Business Wire 2009

 

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