Sivers Semiconductors AB (“Sivers”; Nasdaq Stockholm: OM.SIVE) has today completed the previously announced acquisition of MixComm Inc. (“MixComm”) to strengthen its position in 5G, SATCOM and Radar markets for current and future high frequency mmWave products. The acquisition provides a greatly increased customer base, expanded capacity, a broad IP portfolio and a strong presence across the US, Europe and Asia.
The purchase price for the acquisition has been satisfied through a cash payment of USD 22.5 million (approximately SEK 212 million at the current exchange rate), and the issuance of 39,187,320 new ordinary shares in the Company, corresponding to a dilution of approximately 18.3 percent (based on the number of shares in issue after completion). The shares issued to the sellers are covered by a lock-up of 12 months for 50 percent of the consideration shares and 18 months for the remaining 50 percent of the shares. A further up to 6,993,007 newly issued shares may be issued to the sellers subject to the satisfaction of certain commercial customer milestones within nine months from signing.
The selling shareholders of MixComm include its founders, employees, Kairos Ventures (a leading US venture capital investor focused on identifying and commercializing the world’s leading scientific discoveries) and GlobalFoundries. Kairos will become a significant shareholder in Sivers after the completion of the acquisition. Todd Thomson, Chief Operating and Financial Officer of Kairos Ventures, has also today joined the board of directors of Sivers, as approved at the EGM in November 2021.
MixComm will be part of the Sivers Wireless business area within Sivers Semiconductors. Overall, the new expanded group is expected to create conditions for accelerated growth.
Through the merger, Sivers Wireless will increase its total number of design wins by approximately 70 percent to 44 and double the number of design wins that are expected to enter volume production within the next 12 months, from eight to 16 in total. MixComm currently has 18 design wins, including a design win with a leading Tier 1 5G infrastructure customer and a significant pipeline of potential new customer opportunities.
“It is very gratifying that we have now received regulatory approval from The Committee on Foreign Investment in the United States (CFIUS) to complete this transaction. We have seen very good progress within MixComm since we agreed the deal last October and are now looking forward to starting to deliver the very significant synergy benefits that we see from the combination,” says Anders Storm, Group CEO of Sivers Semiconductors.
About MixComm
Founded in 2017, MixComm is headquartered in Chatham, New Jersey (USA) and has design centres in Oregon and California. It is an active US participant in 5G BFIC (repeaters / base stations), SATCOM and radar verticals. Led by a world-class executive team, the company was built on more than 10 years of development at Columbia University led by Dr. Krishnaswamy (MixComm’s co-founder and CTO) through externally funded research projects totalling approximately USD 94 million across all projects and participants. The majority of MixComm’s employees hold a PhD and the company is the first and only mmWave company selected to join the 5G Open Innovation Lab founded by T-Mobile and Intel. MixComm’s flagship Beam Forming IC (BFIC), the SUMMIT 2629, was the recipient of numerous “Best Products” citations in 2020, including “The Broadband Innovation of the Year” from the Mobile Breakthrough Awards. MixComm has established partnerships with GlobalFoundries (who is also a minority investor in MixComm) for RF-SOI fabrication, packaging and test services, and with Richardson RFPD for distribution and logistics globally. Both the GlobalFoundries and the Richardson RFPD collaboration will continue under the Sivers Wireless brand and be expanded to all products by the company.
Advisors
Sivers was advised by IA Global Capital (financial advisor), Squire Patton Boggs (US law), Hansen (Swedish law), Setterwalls (Swedish law), PwC (tax) and Cohn Reznick (financial due diligence). MixComm was advised by BofA Securities (financial advisor), Cooley (US law) and Vinge (Swedish law).
For more information please contact:
Anders Storm, CEO
Tel: +46 70 262 6390
E-mail: anders.storm@sivers-semiconductors.com
The purchase price for the acquisition has been satisfied through a cash payment of USD 22.5 million (approximately SEK 212 million at the current exchange rate), and the issuance of 39,187,320 new ordinary shares in the Company, corresponding to a dilution of approximately 18.3 percent (based on the number of shares in issue after completion). The shares issued to the sellers are covered by a lock-up of 12 months for 50 percent of the consideration shares and 18 months for the remaining 50 percent of the shares. A further up to 6,993,007 newly issued shares may be issued to the sellers subject to the satisfaction of certain commercial customer milestones within nine months from signing.
The selling shareholders of MixComm include its founders, employees, Kairos Ventures (a leading US venture capital investor focused on identifying and commercializing the world’s leading scientific discoveries) and GlobalFoundries. Kairos will become a significant shareholder in Sivers after the completion of the acquisition. Todd Thomson, Chief Operating and Financial Officer of Kairos Ventures, has also today joined the board of directors of Sivers, as approved at the EGM in November 2021.
MixComm will be part of the Sivers Wireless business area within Sivers Semiconductors. Overall, the new expanded group is expected to create conditions for accelerated growth.
Through the merger, Sivers Wireless will increase its total number of design wins by approximately 70 percent to 44 and double the number of design wins that are expected to enter volume production within the next 12 months, from eight to 16 in total. MixComm currently has 18 design wins, including a design win with a leading Tier 1 5G infrastructure customer and a significant pipeline of potential new customer opportunities.
“It is very gratifying that we have now received regulatory approval from The Committee on Foreign Investment in the United States (CFIUS) to complete this transaction. We have seen very good progress within MixComm since we agreed the deal last October and are now looking forward to starting to deliver the very significant synergy benefits that we see from the combination,” says Anders Storm, Group CEO of Sivers Semiconductors.
About MixComm
Founded in 2017, MixComm is headquartered in Chatham, New Jersey (USA) and has design centres in Oregon and California. It is an active US participant in 5G BFIC (repeaters / base stations), SATCOM and radar verticals. Led by a world-class executive team, the company was built on more than 10 years of development at Columbia University led by Dr. Krishnaswamy (MixComm’s co-founder and CTO) through externally funded research projects totalling approximately USD 94 million across all projects and participants. The majority of MixComm’s employees hold a PhD and the company is the first and only mmWave company selected to join the 5G Open Innovation Lab founded by T-Mobile and Intel. MixComm’s flagship Beam Forming IC (BFIC), the SUMMIT 2629, was the recipient of numerous “Best Products” citations in 2020, including “The Broadband Innovation of the Year” from the Mobile Breakthrough Awards. MixComm has established partnerships with GlobalFoundries (who is also a minority investor in MixComm) for RF-SOI fabrication, packaging and test services, and with Richardson RFPD for distribution and logistics globally. Both the GlobalFoundries and the Richardson RFPD collaboration will continue under the Sivers Wireless brand and be expanded to all products by the company.
Advisors
Sivers was advised by IA Global Capital (financial advisor), Squire Patton Boggs (US law), Hansen (Swedish law), Setterwalls (Swedish law), PwC (tax) and Cohn Reznick (financial due diligence). MixComm was advised by BofA Securities (financial advisor), Cooley (US law) and Vinge (Swedish law).
For more information please contact:
Anders Storm, CEO
Tel: +46 70 262 6390
E-mail: anders.storm@sivers-semiconductors.com