 AATI
Communications Meeting
May 26, 2011
Filed by Advanced Analogic Technologies Incorporated
Pursuant to Rule 425 under the Securities Act of 1933, as amended
and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934
Subject Company: Advanced Analogic Technologies Incorporated
Commission File No.: 000-51349 |
 Safe Harbor
Statement 2
»
Forward-Looking Statements » The presentation contains certain forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the
Securities Exchange Act of 1934 and the “safe harbor” provisions of the
Private Securities Litigation Reform Act of 1995. These statements are based on
management’s current expectations and beliefs and are subject to a number of
uncertainties and risks that could cause actual results to differ materially from
those indicated in such forward-looking statements, including, but not limited to,
the ability of the parties to consummate the proposed Merger, satisfaction of closing
conditions precedent to the consummation of the proposed Merger, the ability of
Skyworks to successfully integrate AATI’s operations and employees, the ability to yield
benefits for customers and employees, expected timing of closing the Merger, the ability of
the combined company to address AATI’s customer’s demands, expected growth
of the analog market, the complementary nature of the two companies’ products,
Skyworks’ revenue growth and other financial metrics, and such other risks as
identified in AATI’s most recent Annual Report on Form 10-K, as amended, and
subsequent Quarterly Reports on Form 10-Q, each as filed with the SEC, which
contain and identify important factors that could cause the actual results to differ
materially from those contained in the forward-looking statements. Any statements
that are not statements of historical fact (including statements containing the words
“believes,” “should,” “plans,” “anticipates,”
“expects,” “estimates” and similar expressions) should also be considered
to be forward-looking statements. These statements are not guarantees of
future performance, involve certain risks, uncertainties and assumptions that are
difficult to predict, and are based upon assumptions as to future events that may not
prove accurate. Therefore, actual outcomes and results may differ materially
from what is expressed herein. AATI assumes no obligation to update any forward-looking
statement contained in this document. |
 Agenda
»
AATI to be Acquired by Skyworks Solutions, Inc ($6.13)
»
Timeline
»
Implications
»
Skyworks Overview
3 |
 Overview of
Transaction »
Highly Synergistic Transaction
»
Combines Skyworks’
Existing Leadership Position in Front-end
Technologies With AATI’s Innovative Power Management Solutions
»
By Leveraging Skyworks’
Scale & Extensive Product Portfolio, AATI
Believes
We
Will
Be
Able
to
Better
Address
Our
Customers’
Demand
For Highly Integrated PMIC Solutions
»
Particularly as They Increasingly Demand Both Wireless Connectivity
And
Power Efficiency Across Every Kind Of Electronic Platform
»
Both Companies Share Common Vision & Realize Enormity & Growth
Potential of The Analog Power Management Semiconductor Market
And I’m Excited About The Possibility of Us Joining Forces
4 |
 Skyworks May’11 Company Overview
Skyworks View of Analog Market
5 |
 Transaction
Timeline »
Definitive Agreement Signed May’26
»
Expect Legal Close of Transaction in July
»
Integration Effort Led by Tony (AATI) & Steve (SW)
»
Until Then AATI is an Independent Public Company & We Should
Continue Running it as Such
6 |
 Implications
»
Geographic: SKW Has No Northern CA Office
»
Skillset: SKW Has Limited Power Mgt Capability
»
Products: Complementary; No Overlap
»
Customers: Many Common Customers, Many New Opportunities
»
Projects: Continue as We’re Doing Now
»
Integration: Planning Before Close, Activities Start After Close
»
Job Continuity: Will Come From Integration Plan
7 |
 Skyworks at a
Glance 8
Skyworks May’11 Company Overview |
 Skyworks
Financials 9
Skyworks May’11 Company Overview |
 Skyworks
Financials FQ2’11 10
Skyworks May’11 Company Overview |
 Skyworks
Cash 11
Skyworks May’11 Company Overview
Note: Cash Has Been Reduced By Recent Acquisition of SiGi
|
 Skyworks
Strategy 12
Skyworks May’11 Company Overview |
 Skyworks Key
Growth Engines 13
Skyworks May’11 Company Overview |
 Skyworks Mobile
Customers 14
Skyworks May’11 Company Overview |
 Important
Additional Information and Where You Can Find It
»
Additional Information and Where to Find It
»
Skyworks Solutions, Inc. (“Skyworks”) intends to file with the Securities and
Exchange Commission (the “SEC”) a registration statement on Form S-4,
which will include a proxy statement of AATI and a prospectus of Skyworks, as well as
other relevant materials in connection with the proposed merger of AATI with a wholly
owned subsidiary of Skyworks (the “Merger”), pursuant to which AATI would be
acquired by Skyworks and Solutions, Inc. (“Skyworks”). The proxy
statement/prospectus will contain important information about the proposed Merger and related
matters. INVESTORS AND STOCKHOLDERS ARE URGED TO READ THIS FILING CAREFULLY WHEN IT
BECOMES AVAILABLE. Investors and stockholders will be able to obtain free copies of
these documents and other documents filed with the SEC when they become available
through the web site maintained by the SEC at www.sec.gov. In addition, investors and
stockholders will be able to obtain free copies of the documents filed by AATI with
the SEC by contacting AATI’s Investor Relations at The Blueshirt Group, Lisa
Laukkanen, at (415)
217-4967 or by accessing AATI’s investor relations website at
http://www.analogictech.com. Investors and stockholders will be able to obtain free
copies of the documents filed by Skyworks with the SEC by contacting Skyworks’
Investor Relations at (949)
231-4700, or by accessing Skyworks’
investor relations website at http://www.skyworksinc.com.
»
Participants in the Solicitation
»
Skyworks, AATI and their respective directors and executive officers may be deemed to be
participants in the solicitation of proxies from the stockholders of AATI in
connection with the proposed Merger. Information regarding the interests of these
directors and executive officers in the transaction described herein will be included in the
documents described above. Additional information regarding Skyworks’
directors and executive officers is contained in Skyworks’
proxy statement
dated, and filed with the SEC on, April 7, 2011. Additional information regarding
AATI’s directors and executive officers is also included in AATI’s Annual
Report on form 10-K/A, which was filed with the SEC on May 2, 2011. These documents are
available free of charge at the SEC’s web site at
www.sec.gov
and from Skyworks and AATI at the web sites and phone
numbers listed above.
»
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