Microchip Technology Acquires Microsemi

Microchip Technology Acquires Microsemi

Microchip completed its acquisition of Microsemi on May 29, 2018 

– Significantly Expands Microchip’s solutions for Data Center, Communications, Defense and Aerospace Markets
– Expected to be immediately accretive to non-GAAP earnings per share
– Estimated $300 million in synergies in the third year after close of transaction
– Adds strong complementary analog and mixed-signal product lines supporting Microchip 2.0 strategy

Chandler, Arizona and Aliso Viejo, California – March 1, 2018 – Microchip Technology Incorporated (NASDAQ: MCHP), a leading provider of microcontroller, mixed-signal, analog and Flash-IP solutions, and Microsemi Corporation (NASDAQ: MSCC), a leading provider of semiconductor solutions differentiated by power, security, reliability and performance, today announced that the two companies have signed a definitive agreement pursuant to which Microchip will acquire Microsemi for $68.78 per share in cash. The acquisition price represents a total equity value of about $8.35 billion, and a total enterprise value of about $10.15 billion, after accounting for Microsemi’s cash and investments, net of debt, on its balance sheet at December 31, 2017.

“We are delighted to welcome Microsemi to become part of the Microchip team and look forward to closing the transaction and working together to realize the benefits of a combined team pursuing a unified strategy. Even as we execute a very successful Microchip 2.0 strategy that is enabling organic revenue growth in the mid to high single digits, Microchip continues to view accretive acquisitions as a key strategy to deliver incremental growth and stockholder value. The Microsemi acquisition is the latest chapter of this strategy and will add further operational and customer scale to Microchip,” said Steve Sanghi, Chairman and CEO of Microchip.

“Microchip and Microsemi have a strong tradition of delivering innovative solutions to demanding customers and markets, thus creating highly valued and long-lasting revenue streams. Joining forces and combining our complementary product portfolios and end market exposure will offer our customers a richer set of solution options to enable innovative and competitive products for the markets they serve,” said Ganesh Moorthy, President and COO of Microchip.

“This transaction represents a compelling opportunity for Microsemi stockholders, employees and customers by combining the leading embedded control market position of Microchip Technology with the world class power, security, reliability and performance solutions from Microsemi,” said James J. Peterson, Chairman and CEO of Microsemi. “We are delighted to become part of Microchip Technology, a premier company in the semiconductor industry.”

Following the closing, the transaction is expected to be immediately accretive to Microchip’s non-GAAP earnings per share. Based on currently available information, Microchip anticipates achieving an estimated $300 million in synergies in the third year after close of transaction. Microchip plans to finance the transaction with approximately $1.6 billion of cash from the combined company balance sheets, approximately $3.0 billion from Microchip’s existing line of credit, approximately $5.0 billion in new debt and $0.6 billion of a cash bridge loan.

The Board of Directors of each company has unanimously approved the acquisition. Subject to approval by Microsemi stockholders, customary regulatory approvals and other closing conditions, the transaction is expected to close in the second quarter of calendar 2018.

J.P. Morgan is acting as Microchip’s exclusive financial advisor and is providing $5.6 billion in committed financing. Wilson Sonsini Goodrich & Rosati, P.C. is acting as Microchip’s legal advisor. Qatalyst Partners is acting as exclusive financial advisor to Microsemi. O’Melveny & Myers LLP is acting as Microsemi’s legal advisor.

Read the press release

 

 

TimeSource 3550 Upgrade

Stratum 1 Performance

The newly-introduced TimeSource® 3550 is a standalone Primary Reference Source (PRS) which provides Stratum 1 performance in GPS hostile environments via external wall mount or roof mounts. Its new highly integrated rubidium oscillator maintains extended holdover spec with reduced footprint.
TimeSource 3550 consists of single unit modules that plug into a rack-mounted shelf.  It operates with an external high precision GPS timing antenna to meet GR-2830 and EN 300 462-6-1 requirements, and comes with two output ports that are software configurable for T1, E1, 2.048 MHz or composite clock to support frequency timing applications. There is also a SW License option for 8 additional outputs.  TimeSource 3550 is hardware-ready for IEEE 1588v2 /PTP and Sync-E.
Two shelves are available: ANSI standard with rear connectors and ETSI standard with front facing connector access. The TimeSource 3050 modules may be used in previously supplied shelves of TimeSource 3000 and 3100 products.

Improved GPS antenna design

The new GPS antennas for the TimeSource 3550 provide advanced narrowband filtering to protect against interference from adjacent spectrum. They also provide automatic compensation for cable delay via TWTT (Two-Way Time Transfer). The GPS antenna can be installed up to 1,000 feet from the office shelf, without amplifiers, using inexpensive thin coax cable.

Environmentally Friendly

Energy-efficient hardware yields substantial OPEX savings with dramatically reduced power consumption. The product is also fully ROHS compliant (ROHS 6/6).

Key Features

  • Advanced multi-input clock engine
  • High precision timing antenna with integrated GPS receiver
  • Up to 1000 foot antenna cabling with automatic delay compensation
  • Timing accuracy of 100 ns when locked to GPS
  • Rubidium holdover
  • T1, E1, 2.048 MHz, and 10 MHz inputs and outputs
  • 1 PPS and TOD output ports
  • Sync status messaging on E1/T1 ports
  • Integrated sync monitoring of input ports
  • Optional SNTP server
  • NEBS Level 3 compliant
  • Low power consumption

RELATED NEWS: 

https://syncworks.com/microsemi/timesource-3×00-gps-week-number-rollover/

Microsemi supports urgently needed backup for nations GPS system

The National Resilience and Timing Security Act of 2017 is a Bipartisan Act to Establish Urgently Needed Backup for Global Positioning Systems

ALISO VIEJO, Calif.Jan. 5, 2018 /PRNewswire/ — Microsemi Corporation, a leading provider of semiconductor solutions differentiated by power, security, reliability and performance, today announced its support for the immediate passage of the National Resiliency and Timing Security Act of 2017, which was recently introduced under the leadership of Sen. Cruz (R-Texas) and Sen. Markey (D-Massachusetts). This act seeks to provide for the immediate establishment of an urgently needed backup for the Global Positioning System, commonly known as GPS.

GPS provides critical positioning, navigation and timing (PNT) capabilities to virtually every sector of the U.S. economy, from navigation of cars, trucks, ships and planes, to operations of telephone and data communications networks, power plants, stock exchanges and the internet. Were GPS to be disrupted, the ensuing economic impact to the nation would be severe. The successes and benefits of GPS have made it a utility for the nation’s critical infrastructure sectors, but there is no resilient, independent backup system—making GPS a single point of failure.

“This bipartisan act provides for the immediate development and build out of a backup system to increase the resilience of GPS and thereby protect the security of our national critical infrastructure,” said John Costello, Microsemi’s corporate vice president of business development and government relations. “We applaud both Senator Cruz and Senator Markey for introducing this much-needed legislation and strongly support its immediate enactment.”

 

SOURCES:  Microsemi Corporation / PRNewWire

Related Links

https://www.microsemi.com

Microsemi CVE Security Bulletin – Syncserver S600/S650 Network Time Servers

Microsemi CVE Security Bulletin – Syncserver S600/S650 Network Time Servers

Microsemi Corporation –  CVE Security Bulletin

January 5, 2018

Microsemi CVE Security Bulletin for Syncserver S600/S650 Network Time Servers

Customer Advisory Notice (CAN)

Subject: CVE-2017-5715 and CVE-2017-5753 (Spectre), CVE-2017-5754 (Meltdown)

System: SyncServer S600/S650 Network Time Servers

Product Identity: SyncServer S600/S650 CLEI Code: N/A

Product Code(s):

090-15200-600 090-15200-601 090-15200-602
090-15200-603 090-15200-604 090-15200-605
090-15200-606 090-15200-650 090-15200-651
090-15200-652 090-15200-653

CVE-2017-5715/5753 (Spectre) and CVE-2017-5754 (Meltdown) target the way modern processors operate and manage memory. Microsemi SyncServer network time servers are not vulnerable to this type of threat as these exploits require local root access to the machine and the ability to upload and run very specific software programs while measuring the number of clock cycles required to perform the operations. Embedded systems, such as the SyncServers, are not vulnerable to these types of exploits as they do not in general allow local user accounts with privileges to upload and execute programs.

Recommended Actions: SyncServers are intended to be protected behind a firewall. In addition, the management interface should be protected from unauthorized users.

SyncServer S600/S650: No action required.

Sources:

https://www.microsemi.com/document-portal/doc_download/135737-datasheet-syncserver-s650

https://www.microsemi.com/campaigns/network-time-servers/syncserver-s600/?url=https://www.microsemi.com/campaigns/network-time-servers/S650p/%3Fgd%3D1&id=5&gclid=Cj0KCQjwjbyYBhCdARIsAArC6LL-202ej5YfDB5lMIMSZ2735qjo5yaj2i-PrvLv2Cnh_kIJtFJ0oF8aAlMpEALw_wcB

SyncServer S200/S250: These models are discontinued, are not current with respect to CVE mitigation, and as such are vulnerable to known CVEs. Microsemi highly recommends replacement with the SyncServer S600/S650 models which are actively maintained with respect to CVE mitigation.

SyncServer S300/S350: These models are discontinued, are not current with respect to CVE mitigation, and as such are vulnerable to known CVEs. Microsemi highly recommends replacement with the SyncServer S600/S650 models which are actively maintained with respect to CVE mitigation.

Microsemi Action:

Microsemi R&D, Technical Support, Quality and Product Management regularly review applicable CVEs and how best to respond. The severity and applicability of the identified CVE influences the type and timeliness of the response. The intent is to respond within industry standard response times and to document Microsemi actions.

In some cases vulnerabilities may appear in the list above (or in the future) as being present in the S600 Series SyncServer. Microsemi may or may not choose to address the vulnerability based on the applicability to the product and its intended use. If a vulnerability is relevant to the operation of the product then addressing it in a future release will be the plan.

The Microsemi online support portal will be the repository for documented CVEs as they relate to the SyncServer S600 Series products.

See more here.

About Syncworks

Syncworks is a the national leader in turnkey network timing that includes GPS security. We are a trusted integrator to some of the nation's largest networks. Syncworks Field Services specializes in mission-critical communications infrastructure, offering a comprehensive range of services.

Core Services: Installation and Decommissioning Engineering, Furnishing & Installation (EF&I) Audits and Surveys Project Management

Power Systems: DC power plants and distribution Batteries and inverters Fuse panels, breakers, and fuses Primary and secondary power solutions

Infrastructure: Data cabling (Fiber and Coax) Substructure and ladder racks Relay racks and cabinets ISP and grounding systems

We also provide equipment recycling services.

For more information, contact sales@syncworks.com or call (904) 280-1234