Based on MaxLinear’s closing stock price Monday, the merger is valued at $3.01 per Entropic share, or $287 million. Entropic shareholders will get $1.20 a share in cash and 0.22 MaxLinear shares for each share they own.
The stock-watching website Seeking Alpha says Entropic shareholders will own 35 percent of the post-merger company.
U-T San Diego also reported that, in 2012, Entropic bought the assets of bankrupt set-top box chip maker Trident for $65 million “in hopes of making its own all-in-one products.”
“I think it’s is pretty apparent it has not worked out for them,” Alex Gauna, an analyst with JMP Securities, was quoted as saying in November.
Headquartered in San Diego, Entropic pioneered the MoCA (Multimedia over Coax Alliance) home networking standard, invented Direct Broadcast Satellite (“DBS”) outdoor unit single-wire technology, and developed the industry’s first set-top box SoC platform based on the ARM processor with advanced OpenGL graphics.
“The acquisition will add significant scale to MaxLinear’s analog/mixed-signal business, expanding its addressable market and enhancing the strategic value of MaxLinear’s offerings to its broadband and access partners, OEM customers, and service providers,” the company said. “MaxLinear sees immediate cross-selling opportunities and longer-term platform integration opportunities with Entropic’s leading MoCA technology.”
Along with broadening MaxLinear’s presence in its existing markets, Entropic adds immediate scale and deep relationships in MaxLinear’s most recent growth area of the satellite Pay-TV market.
Entropic, listed on NASDAQ, boasts 1,500 issued and pending patents. MaxLinear is MXL on the New York Stock Exchange.
“We are very excited about the opportunity to bring together two talented and largely complementary teams, as we increase our capabilities to solve the most difficult analog and mixed-signal RF challenges in Broadband markets,” said Dr. Kishore Seendripu, CEO of MaxLinear.
“We believe the scale and strategic benefits of a broader technology portfolio will enable us to accelerate our expansion into new markets more effectively. The financial benefits of the transaction should be immediately visible, as we expect non-GAAP earnings accretion in the first full quarter post-close.”
Dr. Ted Tewksbury, interim president and CEO of Entropic, said: “I share Kishore’s enthusiasm for this combination, which we believe maximizes value for Entropic’s shareholders, employees and customers. These are two excellent companies in the industry, and I believe our stakeholders will benefit from the resources and scale that the combination will provide.”
The transaction is expected to close in the second quarter of 2015 subject to approval by the shareholders of both companies, the receipt of regulatory approvals, and other customary closing conditions.
MaxLinear will add Tewksbury to its board of directors upon closing of the transaction.
MaxLinear’s fourth-quarter 2014 revenue is expected to be in the range of $32 million to $33 million.