MACOM Announces Definitive Agreement to Acquire BinOptics Corporation

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BinOptics

Transaction Expected to be Accretive to Gross Margin and Earnings Per Share in theFirst Full Quarter of Combined Operations

November 18, 2014

LOWELL, Mass., Nov. 18, 2014 (GLOBE NEWSWIRE) — M/A-COM Technology Solutions Holdings, Inc. (Nasdaq:MTSI) (MACOM), a leading supplier of high performance RF, microwave, and millimeter wave products, today announced it has entered into a definitive agreement to acquire BinOptics Corporation, a leading merchant provider of Indium Phosphide lasers for Data Centers, Mobile Backhaul, Silicon Photonics and Access Networks, in an all-cash transaction valued at $230 million, subject to customary post-closing adjustments.

Expected highlights of the transaction include:

  • Accretive to MACOM’s gross margin and earnings per share starting in the first full quarter of combined operations.
  • Broadens MACOM’s optical portfolio with highly differentiated edge-emitting and surface-emitting Fabry Perot and DFB lasers.
  • Brings proprietary Etched Facet Technology (EFT) for lasers that enable compelling wafer-scale economics in both device manufacturing and testing.
  • Doubles MACOM’s Serviceable Addressable Market (SAM) within the optical component market.
  • Expands growth opportunities and addressable market in Data Center networks, including Silicon Photonics.

Commenting on the transaction, John Croteau, President and Chief Executive Officer stated, “This acquisition further extends MACOM’s preeminent position in what we expect will be a strong secular growth driver for many years to come. We

believe BinOptics’ wafer-scale model for Indium Phosphide lasers will play perfectly to our strength in compound semiconductor manufacturing, allowing us to quickly address what is currently a supply-constrained part of the optical component industry.

BinOptics’ business model is consistent with our gross margin and operating margin aspirations, and we expect the transaction to be accretive to non-GAAP gross margin and EPS within the first full quarter of combined operations.”

“Furthermore, this acquisition underscores MACOM’s strategy to expand our market and growth opportunities through M&A. We have a successful track record of integrating acquisitions, both large and small, to expand our addressable market, while also achieving cost synergies for improved profitability and margin expansion.”

MACOM expects to fund the purchase price of the acquisition from a combination of cash on hand and incurrence of additional indebtedness from its existing $100 million revolving credit facility.

Closing of the acquisition is subject to the satisfaction of customary closing conditions, including expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act. MACOM expects the transaction to close by the end of its first fiscal quarter of 2015.

Goldman, Sachs & Co. acted as exclusive financial advisor and Perkins Coie LLP acted as legal counsel to MACOM. Raymond James & Associates, Inc. acted as exclusive financial advisor and Bond, Schoeneck & King, PLLC as legal advisor to BinOptics.

A presentation with further information on the transaction is available on MACOM’s investor relations website at:   http://ir.macom.com/

About MACOM:

M/A-COM Technology Solutions Holdings, Inc. (www.macom.com) is a leading supplier of high performance analog RF, microwave, and millimeter wave products that enable next-generation Internet and modern battlefield applications. Recognized for its broad catalog portfolio of technologies and products, MACOM serves diverse markets, including high speed optical, satellite, radar, wired & wireless networks, CATV, automotive, industrial, medical, and mobile devices. A pillar of the semiconductor industry, we thrive on more than 60 years of solving our customers’ most complex problems, serving as a true partner for applications ranging from RF to Light.

Headquartered in Lowell, Massachusetts, M/A-COM Tech is certified to the ISO9001 international quality standard and ISO14001 environmental management standard. M/A-COM Tech has design centers and sales offices throughout North America, Europe, Asia and Australia.

MACOM, M/A-COM, M/A-COM Technology Solutions, M/A-COM Tech, Partners in RF & Microwave, The First Name in Microwave and related logos are trademarks of MACOM. All other trademarks are the property of their respective owners.

For more information about MACOM, please visit www.macom.com follow @MACOMtweetson Twitter; join MACOM on LinkedIn, or visit the MACOM YouTube Channel.

About BinOptics Corporation

BinOptics Corporation is a trusted ISO-certified volume supplier of semiconductor lasers for the Telecom and Datacom industries, with over 60 million lasers shipped. BinOptics uses its proprietary Etched Facet Technology to manufacture highly reliable, high-volume, and low-cost lasers. BinOptics’ current products include a wide range of FP and DFB lasers as well as lasers with narrow far-fields that offer exceptional fiber coupling. With modulation speeds exceeding 25-Gbps, the company’s products provide transceiver and other photonic equipment manufacturers with unprecedented price-performance advantages. BinOptics also offers custom integrated components for optical systems and subsystems. These solutions deliver excellent value through cost, size, and power reductions by replacing several discrete components with a single monolithic chip.

Source: M/A-COM Technology Solutions Inc. News Provided by Acquire Media