For $47.5 million, Mellanox to Acquire Danish IPtronics

Mellanox Technologies, Ltd. announced its intent to acquire privately held IPtronics A/S, in optical interconnect component design for digital communications.

They have signed a definitive agreement under which Mellanox will acquire IPtronics at a total cash purchase price of approximately $47.5 million, subject to certain adjustments.

The terms of the transaction have been unanimously approved by both the Mellanox and IPtronics boards of directors.

The transaction is currently projected to close in the second half of 2013, subject to the completion of certain closing conditions. Mellanox currently expects the transaction to be accretive to its full fiscal year 2014 earnings by approximately $0.01 to $0.03 per share on a non-GAAP basis.

IPtronics products are embedded in Mellanox’s current solutions. The IPtronics acquisition enhances Mellanox’s ability to deliver complete end-to-end optical interconnect solutions at 100Gb/s and beyond. With IPtronics’ high-speed transmitter and receiver devices, Mellanox can offer the technology portfolio required to provide cost-effective, high-speed networks and deliver next generation optical connectivity, allowing data center customers to meet the growing demands of applications used in high-performance, Web 2.0, cloud, data center, database, financial services and storage environments.

Strategically focused on optical interconnects and active copper interconnect solutions for the communications market, IPtronics offers Multichannel Vertical Cavity Surface-Emitting Laser (VCSEL) Drivers, Modulator Drivers (MD) and Transimpedance Amplifiers (TIA) with lower power consumption, richer feature sets and lower costs compared to existing solutions. The technology Mellanox will acquire in connection with the transaction bridges the gap between optical and electrical interfaces and enables system providers to overcome the physical constraints of using copper-based connections in high-speed interfaces and backplanes.

Mellanox expects the proposed acquisition of IPtronics to enhance its competiveness and its position as a provider of high-performance, end-to-end interconnect solutions for servers and storage systems.

Mellanox expects to establish its first R&D center in Europe at IPtronics’ current location in Roskilde, Denmark, and further expand its customer support presence within Europe. Further, it currently intends to retain IPtronics’ existing product lines to ensure continuity for customers and partners.

"The proposed acquisition of IPtronics is highly complementary with our recently proposed acquisition of Kotura. IPtronics’ parallel optical interconnect ICs further solidify our strategy to have a full end-to-end solution for the server and storage interconnect," said Eyal Waldman, president and CEO, Mellanox. "The new and emerging Web 2.0 and cloud applications that influence our day to day living depend on fast manipulation of data, which is growing exponentially. Mellanox’s interconnect provides the fastest and most scalable solution for moving data between server-to-server and server-to-storage, allowing the continuous development, use and expansion of these applications. We expect that the acquisition of IPtronics’ technology and their development team will better position us to continue to offer faster interconnect solutions at 100Gb/s and beyond, with higher-density and lower power at a lower cost. We welcome the talented team from IPtronics and look forward to their contribution to Mellanox’s continued growth."

"This acquisition is important for both companies because it enables interconnect innovation for data centers that look for solutions that move data faster and more efficiently," said Niels Finseth, co-founder and CEO, IPtronics. "We are delighted to join the Mellanox team and look forward to working together to drive the combined company’s further growth."

The proposed acquisition is subject to customary closing conditions, including the receipt of applicable regulatory approvals.