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Subsequent Event
6 Months Ended
Jun. 29, 2013
Subsequent Event  
Subsequent Event

13. Subsequent Event

 

Acquisition

 

On July 1, 2013, the Company acquired Energy Micro AS, a late-stage private company. Energy Micro designed and developed power-efficient 32-bit microcontrollers and multi-protocol wireless RF solutions based on ARM® Cortex-M architecture. Energy Micro’s energy-friendly solutions are designed to enable a broad range of power-sensitive applications for the Internet of Things (IoT), smart energy, home automation, security and portable electronics markets.

 

The Company acquired Energy Micro for 1) initial cash consideration of $115.0 million plus an amount equal to the sum of Energy Micro’s current assets minus the sum of (a) current liabilities and (b) debt as of the acquisition date, and 2) deferred consideration in the form of a promissory note, which will be exchanged for approximately 0.5 million shares of the Company’s restricted stock after a mandatory two-month creditor notice. Potential additional consideration of up to approximately $33.3 million (the “Earn-Out”) is payable based on the extent to which the annual revenue growth rate from certain Energy Micro and Silicon Laboratories products exceeds 25% per year, over a five-year period from fiscal 2014 through 2018. A portion of the Earn-Out is contingent on the continued employment of certain key employees for the three years following the acquisition date.

 

The Company will record the purchase of Energy Micro using the acquisition method of accounting and will recognize the assets acquired and liabilities assumed at their fair values as of the date of the acquisition. The results of Energy Micro’s operations will be included in the Company’s consolidated results of operations beginning on the date of the acquisition.

 

The Company is currently evaluating the fair values of the consideration transferred, assets acquired and liabilities assumed. The Company expects to complete its initial purchase price allocation in the third quarter of fiscal 2013.