SAN JOSE, Calif., June 28 /PRNewswire-FirstCall/ -- Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced that it has entered into a definitive agreement to sell its Smart Card (SMS) business based in Rousset, France and East Kilbride, UK to INSIDE Contactless S.A. ("INSIDE") following the completion of the information and consultation process with the works council of Atmel Rousset in France (the "Works Council"). As previously announced, INSIDE signed the agreement on May 2, 2010 subject to acceptance by Atmel following completion of the information and consultation process with the Works Council.
Pursuant to the definitive agreement, INSIDE will pay $37 million in cash at the closing, subject to a post-closing working capital adjustment and an additional cash consideration of up to $21 million if certain earnout targets are met in 2010 and 2011. As part of the transaction, Atmel has agreed to make a minority investment in INSIDE of approximately $4 million. The definitive agreement also provides INSIDE a royalty-based, non-exclusive license to certain business-related intellectual property in order to support the current SMS business and future product development. In addition, INSIDE will enter into a multi-year supply agreement to continue sourcing wafers from the fabrication facility in Rousset, France that Atmel recently sold to LFoundry GmbH. The transaction is expected to close by the end of the third quarter of 2010, subject to certain closing conditions.
"This transaction accelerates Atmel's transformation to high-growth, high-margin businesses and furthers our goal to become a microcontroller and touch focused company," said Steven Laub, Atmel's President and Chief Executive Officer. "We believe that the combination of Atmel's SMS business with INSIDE is highly complementary and will benefit SMS customers, employees and the smart card industry."
Atmel is a worldwide leader in the design and manufacture of microcontrollers, capacitive touch solutions, advanced logic, mixed-signal, nonvolatile memory and radio frequency (RF) components. Leveraging one of the industry's broadest intellectual property (IP) technology portfolios, Atmel provides the electronics industry with complete system solutions focused on industrial, consumer, security, communications, computing and automotive markets. For more information, please visit www.atmel.com.
Safe Harbor for Forward-Looking Statements
Information in this release regarding Atmel's forecasts, outlook, expectations and beliefs are forward-looking statements that involve risks and uncertainties. These statements include statements about the potential sale of Atmel's SMS business to INSIDE Contactless, as well as the effects of such a transaction if consummated; Atmel's transformation plans; and Atmel's strategies. All forward-looking statements included in this release are based upon information available to Atmel as of the date of this release, which may change, and we assume no obligation to update any such forward-looking statements. These statements are not guarantees of future performance and actual results could differ materially from our current expectations. Factors that could cause or contribute to such differences include general economic conditions; risk relating to the closing of the potential transaction with INSIDE Contactless, including the risk that Inside is not able to obtain financing commitments from its investors, that required approvals may not be obtained in a timely manner or at all, or that other conditions are not satisfied; the inability to realize the anticipated benefits of a potential transaction with INSIDE Contactless, if consummated, or of our other recent strategic transactions, restructuring plans and other initiatives in a timely manner or at all; unanticipated costs and expenses or the inability to identify expenses which can be eliminated; and other risks detailed from time to time in Atmel's SEC reports and filings, including our Form 10-K for the year ended December 31, 2009, filed on March 1, 2010, and our subsequent Form 10-Q reports.
Sharon Stern and Jaime Wert
Joele Frank, Wilkinson Brimmer Katcher
SOURCE Atmel Corporation