EX-10.20 23 filename23.htm

 

Independent Valuation of SEAL (BVI) Corp.

 

July 18th, 2022

 

 

 

 

Newbridge Disclaimer

 

This independent valuation presentation and its analyses are for the use and benefit of the Board of Directors of SEAL (BVI) Corp. (“SEAL” or the “Company”) and WISeKey International Holding AG (SIX:WIHN, NASDAQ:WKEY), (“WKEY” or the “Parent"), their committees, auditors and legal counsels, Investment Banking firms and other financing partners, the NASDAQ and the U.S. Securities and Exchange Commission. Newbridge Securities Corporation (“Newbridge”) does not express any opinion as to the future performance of the Company, Parent, or any of its successor entities or the price at which their respective securities may trade in the future.

 

These materials are based on information contained in publicly available documents and certain other information provided to Newbridge by the management of both the Company and the Parent. Newbridge has relied upon the accuracy and completeness of such publicly available information and other information supplied to Newbridge.

 

Newbridge does not own any interest in SEAL, WKEY, or any SEAL or WKEY affiliated companies, or any related party entities affiliated with the management team, board of directors, or >10% shareholders of SEAL or WKEY. Newbridge is not a legal, regulatory or tax expert. In connection with our independent valuation services, we will be paid a fee, which is not contingent upon the completion of any transaction. In addition, SEAL has agreed to indemnify us for certain liabilities that may arise out of the rendering of our independent valuation.

 

In the ordinary course of business, Newbridge, certain of our affiliates, as well as investment funds in which we or our affiliates may have financial interests, may acquire, hold or sell, long or short positions, or trade or otherwise effect transactions, in debt, equity, and other securities and financial instruments (including bank loans and other obligations) of, or investments in, SEAL and/or WKEY.

 

 

 

I Executive Summary
II Valuation Analyses
III Appendix

 

 

 

Executive Summary

 

Transaction Summary

 

§      WISeKey International Holding AG (SIX:WIHN, NASDAQ:WKEY) is considering spinning out certain operating assets into a separate NASDAQ public company (the “Transaction”).

 

§      These operating assets will be named SEAL (BVI) Corp., and the business is focused on designing and manufacturing the next-generation of semiconductors, with applications specifically in the IoT, digital payments and cybersecurity sectors. 

 

  

Newbridge

Assignment 

§      Newbridge Securities Corporation has prepared an independent, third-party valuation (the “Valuation”) of the fair value of SEAL (BVI) Corp.

 

§      The valuation has been carried out in accordance with the engagement letter dated June 15th, 2022 (the “Engagement Letter”) signed between SEAL and Newbridge. 

 

 

Valuation Purpose

 

§     The Valuation may be used (i) by the Board of Directors of SEAL and the Parent, (ii) for use in SEAL’s communications with the NASDAQ Stock Market and the U.S. Securities and Exchange Commission, (iii) The Parent and SEAL may also disclose the Valuation to its auditors and legal counsels, and potential financing partners. 

 

 

 

 

I Executive Summary
II Valuation Analyses
III Appendix

 

 

 

Valuation Analyses Summary

  

 

§The values derived from the different analyses that Newbridge used show a range between $204.3M to $227.4M.

 

 

 

Methodology of Analysis

 

§Based upon a review of various financial data from SEAL, Newbridge utilized several methodologies of analysis to support its valuation, including:

 

  Methodologies Considerations
Comparable Public Company Analysis §    Reviewed enterprise values / revenue multiples of comparable publicly traded companies.

§    Provides for an implied valuation benchmark of SEAL vs. comparable public companies in the industry.

§    Will have the most data points to review.

§    Based on current market conditions.

 

Comparable M&A Transactions Analysis

§    Reviewed prices for the acquisition of companies with similar characteristics to SEAL.

§     Reflects recent prices paid in change in control

scenarios.

 

Discounted

Cash-Flow Analysis

 

§    Calculated the Net Present Value of SEALS’s estimated future cash-flows.

§    Reviewed a financial model that the management team of SEAL provided, with estimates of revenues and net income margins.

 

 

 

Comparable Public Company Analysis

 

§Newbridge analyzed the current market valuations of comparable publicly listed companies (“peers”). Obtaining a meaningful valuation result from this method depends on ensuring a good level of comparability between SEAL and its peers.

 

§To arrive at this goal, the peer companies selected are those which Newbridge believes had the most similarities to SEAL, including:

  

oIn the Semiconductor sector (specifically in design and manufacturing).

  

o Listed on a major U.S. national exchange (NYSE American, NASDAQ, and NYSE).

  

oHeadquartered in the United States.

  

oMarket capitalization >$100M.

 

oRevenue growth characteristics.

Last Twelve Months (as of Q1-2022) of sales growth in excess of 15% vs. previous time frame last year

 

oFactors that were not considered.

Markets addressed with products.

Whether the companies has positive net income.

 

 

 

Comparable Public Company Analysis (continued)

 

Comparable Public Company Analysis                          
($ in millions, except per share data) 7/18/2022 BALANCE SHEET INCOME STATEMENT            VALUATION MULTIPLES
    Stock Market Total Enterprise   Total Revenue Revenue EBITDA Net Income   EPS   TEV/ Revenue
Company Name Symbol Price Capitalization Value   TTM Growth (1-YR) TTM TTM   TTM   TTM
 Semiconductor Industry (United States)                        
NVIDIA Corporation NasdaqGS:NVDA $161.01 $403,171.4 $394,679.4   $29,541.0 265.1% $12,533.0 $11,306.0   $3.7   13.6x
Broadcom Inc. NasdaqGS:AVGO $491.06 $198,298.7 $228,786.7   $29,994.0 97.6% $16,857.0 $11,299.0   $20.2   6.6x
Advanced Micro Devices, Inc. NasdaqGS:AMD $81.43 $131,958.0 $127,583.0   $18,876.0 81.4% $4,858.0 $3,937.0   $2.7   7.0x
Analog Devices, Inc. NasdaqGS:ADI $155.25 $80,699.9 $85,215.4   $9,754.8 65.7% $4,601.9 $2,780.9   $3.4   8.3x
NXP Semiconductors N.V. NasdaqGS:NXPI $161.92 $42,514.5 $50,655.5   $11,632.0 63.4% $4,105.0 $2,953.0   $8.0   3.7x
Marvell Technology, Inc. NasdaqGS:MRVL $48.62 $41,322.1 $45,570.5   $5,077.0 57.3% $1,490.1 $77.0   ($0.6)   8.1x
Microchip Technology Incorporated NasdaqGS:MCHP $61.75 $34,115.9 $41,646.6   $6,820.9 53.4% $3,022.6 $1,879.1   $2.3   5.0x
GLOBALFOUNDRIES Inc. NasdaqGS:GFS $45.09 $24,337.2 $23,690.2   $7,107.1 47.6% $1,895.4 $260.2   $0.1   3.4x
ON Semiconductor Corporation NasdaqGS:ON $54.95 $23,876.1 $25,619.7   $7,203.1 41.5% $2,448.4 $1,864.5   $3.3   3.3x
Monolithic Power Systems, Inc. NasdaqGS:MPWR $409.04 $19,078.9 $18,311.1   $1,331.1 36.9% $350.8 $318.6   $5.7   14.3x
Wolfspeed, Inc. NYSE:WOLF $74.67 $9,231.8 $8,976.5   $663.5 33.0% ($63.6) ($188.4)   ($3.2)   13.9x
Lattice Semiconductor Corporation NasdaqGS:LSCC $52.46 $7,219.1 $7,280.1   $550.1 31.5% $146.1 $120.4   $0.8   13.1x
Synaptics Incorporated NasdaqGS:SYNA $122.83 $4,865.0 $5,156.1   $1,591.1 30.2% $462.4 $321.3   $4.8   3.1x
Silicon Laboratories Inc. NasdaqGS:SLAB $128.51 $4,701.0 $3,295.3   $796.8 28.0% $78.0 $15.5   ($0.2)   5.9x
Cirrus Logic, Inc. NasdaqGS:CRUS $73.91 $4,131.0 $3,928.4   $1,781.5 26.9% $428.4 $366.3   $5.5   2.3x
Allegro MicroSystems, Inc. NasdaqGS:ALGM $20.94 $3,995.4 $3,755.6   $768.7 26.2% $191.8 $143.4   $0.6   5.2x
Semtech Corporation NasdaqGS:SMTC $54.43 $3,455.1 $3,367.6   $772.6 26.1% $195.2 $164.1   $2.2   4.5x
SiTime Corporation NasdaqGM:SITM $160.37 $3,374.5 $2,814.1   $253.5 23.8% $50.8 $42.0   $1.9   13.3x
Diodes Incorporated NasdaqGS:DIOD $68.48 $3,098.5 $3,112.1   $1,874.2 23.6% $442.7 $321.9   $5.7   1.7x
MaxLinear, Inc. NasdaqGS:MXL $35.12 $2,716.7 $2,871.7   $947.0 22.1% $189.5 $103.5   $0.9   2.9x
Ambarella, Inc. NasdaqGS:AMBA $67.56 $2,575.4 $2,385.5   $352.0 21.8% ($16.2) ($24.5)   ($0.7)   7.3x
Rambus Inc. NasdaqGS:RMBS $22.00 $2,425.2 $2,189.1   $357.0 21.8% $89.9 $45.6   ($0.4)   6.8x
Impinj, Inc. NasdaqGS:PI $67.36 $1,709.6 $1,848.1   $198.2 20.9% ($32.2) ($37.2)   ($2.1)   8.6x
Credo Technology Group Holding Ltd NasdaqGS:CRDO $11.04 $1,604.2 $1,362.0   $106.5 19.7% ($12.3) ($17.1)   ($0.3)   15.1x
Alpha and Omega Semiconductor Limited NasdaqGS:AOSL $34.54 $934.9 $708.2   $760.9 18.8% $153.3 $106.3   $16.3   1.2x
CEVA, Inc. NasdaqGS:CEVA $33.75 $783.1 $628.6   $131.7 17.4% $13.7 $6.3   $0.1   5.9x
indie Semiconductor, Inc. NasdaqCM:INDI $5.91 $701.7 $522.4   $62.3 17.1% ($88.3) ($99.0)   ($0.9)   11.3x
Navitas Semiconductor Corporation NasdaqGM:NVTS $4.24 $524.5 $278.2   $25.2 15.8% ($95.4) ($96.2)   ($1.0)   20.8x
Transphorm, Inc. NasdaqCM:TGAN $4.33 $245.0 $223.8   $24.1 15.7% ($9.1) ($9.9)   ($0.2)   10.2x
                      Average   7.8x

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable Public Company Analysis (continued)

 

 

(1)SEAL Revenue estimates, as well as initial cash and debt levels were obtained from the management team of SEAL and the Parent.

(2)See page 8 for further detail on US Semiconductor EV/Sales multiples.

 

 

 

Comparable M&A Transactions Analysis

 

 

§Newbridge analyzed the last ~3.5 years of M&A transaction data in the Semiconductor sector to find similar transactions where the targets being acquired most resembled SEAL. The universe of transactions where there were similarities to SEAL, and where financial data was recorded for the transaction value was generally limited.

 

§The criteria used for the selected transactions were those in which the targets most resembled SEAL transaction, and included:

oTargets that were in the Semiconductor (design and manufacturing) sector.

oTargets that were located in Asia, North American, the Europe.

 

 

 

Comparable M&A Transactions Analysis (continued)

 

M&A Comparables Analysis | Semiconductor Sector | (2019 - Present)

M&A Closed 

Date

Geography Target/Issuer

Transaction

Value

Enterprise

Value/Revenues 

Buyers/Investors
08/30/2019 Asia / Pacific iWIN PLUS CO.,LTD. (KOSDAQ:A123010) $2.5 7.0x Quadruple S Fund
09/19/2019 US / CAD Aquantia Corp. $561.1 4.6x Marvell Technology, Inc. (NasdaqGS:MRVL)
09/24/2019 Asia / Pacific Forehope Electronic (Ningbo) Co., Ltd. $14.3 16.1x Zhejiang Langdi Group Co., Ltd. (SHSE:603726)
10/10/2019 Asia / Pacific Sankalp Semiconductor Pvt. Ltd. $25.1 1.3x HCL Technologies Limited (NSEI:HCLTECH)
10/29/2019 Asia / Pacific Xincomm Communications Co., Ltd. $7.7 22.4x Shanghai Linxin Investment Management Company
11/13/2019 Asia / Pacific Yunnan Xinyao Semiconductor Materials Co., Ltd. $4.1 16.4x Not Available
12/06/2019 US / CAD Silicon IP, Secure Protocols, and Provisioning Business $65.0 3.0x Rambus Inc. (NasdaqGS:RMBS)
12/10/2019 Asia / Pacific Zhuhai Orbita Aerospace Science & Technology Co.,Ltd (SZSE:300053) $49.5 12.3x Zhuhai Gree Financial Investment Management Co., Ltd.
12/18/2019 Asia / Pacific N Citron, Inc. (KOSDAQ:A101400) $2.2 11.5x Not Available
12/20/2019 Asia / Pacific Hunan Goke Microelectronics Co.,Ltd. (SZSE:300672) $54.4 12.7x Not Available
03/10/2020 Asia / Pacific Zhuhai Orbita Aerospace Science & Technology Co.,Ltd (SZSE:300053) $57.3 12.4x Zhuhai Gree Financial Investment Management Co., Ltd.
03/12/2020 Europe First Sensor AG (XTRA:SIS) $293.2 1.9x TE Connectivity Ltd. (NYSE:TEL)
04/16/2020 US / CAD Cypress Semiconductor Corporation $10,352.3 4.1x Infineon Technologies AG (XTRA:IFX)
04/27/2020 Asia / Pacific ABLIC Inc. $327.7 1.1x MinebeaMitsumi Inc. (TSE:6479)
04/27/2020 US / CAD Mellanox Technologies, Ltd. $7,339.0 6.3x NVIDIA Corporation (NasdaqGS:NVDA)
06/05/2020 Asia / Pacific N2Tech Co.,Ltd (KOSDAQ:A227950) $11.9 10.8x Cordelia New Technology Fund 12
06/15/2020 Asia / Pacific ChipMOS TECHNOLOGIES INC. (TWSE:8150) $75.5 1.3x Not Available
06/29/2020 US / CAD Adesto Technologies Corporation $495.2 4.0x Dialog Semiconductor Plc
08/06/2020 Asia / Pacific Nanjing Micro One Electronics Inc. $50.9 2.1x Shanghai Belling Co., Ltd. (SHSE:600171)
09/27/2020 Asia / Pacific Yunnan Xinyao Semiconductor Materials Co., Ltd. $2.1 8.8x Not Available
10/26/2020 Asia / Pacific Shanghai Fullhan Microelectronics Co., Ltd. (SZSE:300613) $139.8 16.0x Tibet Dongfang Qihui Investment Co., Ltd.
10/30/2020 Asia / Pacific Chenxin Technology Co., Ltd. $40.4 10.6x Beijing Hongma Tian'an Investment Co. Ltd
12/30/2020 Asia / Pacific Tianjin Zhonghuan Electronic Information Group Co., Ltd. $6,653.3 1.6x TCL Technology Group Corporation (SZSE:000100)
03/11/2021 Asia / Pacific HAESUNG DS Co., Ltd. (KOSE:A195870) $64.8 1.1x Haesung Industrial Co., Ltd. (KOSDAQ:A034810)
03/26/2021 Asia / Pacific HC SemiTek Corporation (SZSE:300323) $321.3 5.6x Zhuhai Huafa Entity Industrial Investment Holdings Co., Ltd.
04/20/2021 US / CAD Inphi Corporation $9,498.9 15.5x Marvell Technology, Inc. (NasdaqGS:MRVL)
04/27/2021 Asia / Pacific Sino Wealth Electronic Ltd. (SZSE:300327) $79.7 8.8x Tibet Trust & Investment Corp.
05/31/2021 US / CAD Intrinsix Corp. $35.0 1.4x CEVA, Inc. (NasdaqGS:CEVA)
07/01/2021 Asia / Pacific Yunnan Xinyao Semiconductor Materials Co., Ltd. $2.1 2.0x Yunnan Lincang Xinyuan Germanium Industry Co.,LTD
08/26/2021 US / CAD Maxim Integrated Products, Inc. $22,844.0 9.7x Analog Devices, Inc. (NasdaqGS:ADI)
08/30/2021 Europe Dialog Semiconductor Plc $6,349.5 4.2x Renesas Electronics Corporation (TSE:6723)
09/02/2021 Asia / Pacific Melfas Inc. (KOSDAQ:A096640) $5.2 3.2x MealTop Co.,Ltd.
10/12/2021 Asia / Pacific Tamul Multimedia Co., Ltd (KOSDAQ:A093640) $12.8 10.4x Benoholdings, Inc. (KOSDAQ:A206400)
12/02/2021 US / CAD DSP Group, Inc. $509.7 3.5x Synaptics Incorporated (NasdaqGS:SYNA)
01/11/2022 Asia / Pacific iCatch Technology, Inc. (TPEX:6695) $19.4 4.2x Egis Technology Inc. (TPEX:6462)
02/14/2022 US / CAD Xilinx, Inc. $36,788.9 11.3x Advanced Micro Devices, Inc. (NasdaqGS:AMD)
03/17/2022 Asia / Pacific Champion Microelectronic Corporation (TWSE:3257) $69.5 4.2x Panjit International Inc. (TWSE:2481)
04/11/2022 Asia / Pacific iWIN PLUS CO.,LTD. (KOSDAQ:A123010) $33.6 16.9x iWIN CO.,LTD (KOSDAQ:A090150)
06/10/2022 Asia / Pacific JRH Microelectronics (Quzhou) Co., Ltd. $31.4 27.8x Xianyou Hongqian Enterprise Management Partnership LP
07/05/2022 Asia / Pacific Saankhya Labs Pvt. Ltd. $37.5 11.1x Tejas Networks Limited (BSE:540595)
 
  Average 8.2x  

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable M&A Transactions Analysis (continued)

 

 

 

(1)SEAL Revenue estimates, as well as initial cash and debt levels were obtained from the management team of SEAL and the Parent.

(2)See page 11 for further detail on Semiconductor M&A EV/Sales multiples.

 

 

 

DCF – Background, Assumptions & Model

 

§Newbridge utilized a discounted cash flow (“DCF”) analysis that calculates the present value of SEAL based on the sum of the present values of the projected cash flow streams and the terminal value of the equity.

 

§Newbridge built a DCF analysis utilizing a financial model put together by the management team of SEAL that estimated future sales, operating expenses, and cash-flows. While Newbridge has reviewed the financial model with the management team of SEAL to determine the reasonableness of the financial model’s assumptions, neither Newbridge or SEAL can guarantee that the milestones in the model can be achieved in the timeframes suggested.

 

§Some of the major assumptions in SEAL’s financial model include, but are not limited to:

 

oThe Company’s revenues will increase at an average rate 29.5% between 2023 and 2027.(1)

The Company’s revenues will increase at an average rate 15.0% between 2028 and 2032.(2)

 

oThe Company’s Net Income margins will increase to 20.6% in 2027.(1)

Between 2027 and 2032, the Net Income margins will average 22.5%.(2)

 

(1)Growth estimates for revenue and net income margins between 2023 – 2027 were provided by the management team of SEAL and the Parent.

(2)Growth estimates for revenue and net income margins between 2028 – 2032 were mutually decided upon by the management team of SEAL, the Parent and Newbridge Securities Corp.

 

 

 

DCF – Background, Assumptions & Model (continued)

 

§The projected values were discounted using a discount rate of 8.0% (equivalent to the Public Comparables’ weighted average cost of capital (“WACC”). Newbridge determined the intrinsic value assuming a Growth in Perpetuity of 1.0%.

  

§The result of the analysis yielded an intrinsic value of $204.3 million.

 

Key Assumptions  
Growth Rate (2028 – 2032)(2) 15.0%
Net Income Margins(2028 – 2032)(2) 22.5%
TV Based on Growth in Perpetuity(3) 1.0%
Discount Rate(4) 8.0%
  Projections(1) Estimates(2)
SEAL Projections/Estimates   2023 2024 2025 2026 2027 2028 2029 2030 2031 2032
Revenue   $34,851 $41,900 $49,600 $60,700 $76,400 $87,860 $101,039 $116,195 $133,624 $153,668
Revenue Growth 60.7% 20.2% 18.4% 22.4% 25.9% 15.0% 15.0% 15.0% 15.0% 15.0%
Net Income ($2,161) $188 $2,671 $8,848 $15,749 $19,769 $22,734 $26,144 $30,065 $34,575
Net Income Margins -6.2% 0.4% 5.4% 14.6% 20.6% 22.5% 22.5% 22.5% 22.5% 22.5%
 
Terminal Value Based on Growth in Perpetuity   $498,871
Net Present Value of Cash Flows $204,250   ($2,001) $161 $2,120 $6,504 $10,719 $12,458 $13,265 $14,125 $15,040 $131,860

 

 

  

(1)Growth estimates for revenue and net income margins between 2023 – 2027 were provided by the management team of SEAL and the Parent.

(2)Growth estimates for revenue and net income margins between 2028 – 2032 were mutually decided upon by the management team of SEAL, the Parent and Newbridge Securities Corp.

(3)The growth in perpetuity rate is the constant rate that a company is expected to grow at continuously. This growth rate starts at the end of the last forecasted cash flow period in a discounted cash flow model and goes into perpetuity.

(4)The discount rate refers to the rate of interest that is applied to future cash flows of an investment to calculate its present value.

 

 

 

I Executive Summary
II Valuation Analyses
III Appendix

 

 

 

Comparable Public Company Analysis | Business Descriptions

 

Semiconductor Industry (United States)
Name Ticker Business Description
NVIDIA Corporation NasdaqGS:NVDA NVIDIA Corporation provides graphics, and compute and networking solutions in the United States, Taiwan, China, and internationally. The company’s Graphics segment offers GeForce GPUs for gaming and PCs, the GeForce NOW game streaming service and related infrastructure, and solutions for gaming platforms; Quadro/NVIDIA RTX GPUs for enterprise workstation graphics; vGPU software for cloud-based visual and virtual computing; automotive platforms for infotainment systems; and Omniverse software for building 3D designs and virtual worlds. Its Compute & Networking segment provides Data Center platforms and systems for AI, HPC, and accelerated computing; Mellanox networking and interconnect solutions; automotive AI Cockpit, autonomous driving development agreements, and autonomous vehicle solutions; cryptocurrency mining processors; Jetson for robotics and other embedded platforms; and NVIDIA AI Enterprise and other software. The company’s products are used in gaming, professional visualization, datacenter, and automotive markets. NVIDIA Corporation sells its products to original equipment manufacturers, original device manufacturers, system builders, add-in board manufacturers, retailers/distributors, independent software vendors, Internet and cloud service providers, automotive manufacturers and tier-1 automotive suppliers, mapping companies, start-ups, and other ecosystem participants. It has a strategic collaboration with Kroger Co. NVIDIA Corporation was incorporated in 1993 and is headquartered in Santa Clara, California.
Broadcom Inc. NasdaqGS:AVGO Broadcom Inc. designs, develops, and supplies various semiconductor devices with a focus on complex digital and mixed signal complementary metal oxide semiconductor based devices and analog III-V based products worldwide. The company operates in two segments, Semiconductor Solutions and Infrastructure Software. It provides set-top box system-on-chips (SoCs); cable, digital subscriber line, and passive optical networking central office/consumer premise equipment SoCs; wireless local area network access point SoCs; Ethernet switching and routing merchant silicon products; embedded processors and controllers; serializer/deserializer application specific integrated circuits; optical and copper, and physical layers; and fiber optic transmitter and receiver components. The company also offers RF front end modules, filters, and power amplifiers; Wi-Fi, Bluetooth, and global positioning system/global navigation satellite system SoCs; custom touch controllers; serial attached small computer system interface, and redundant array of independent disks controllers and adapters; peripheral component interconnect express switches; fiber channel host bus adapters; read channel based SoCs; custom flash controllers; preamplifiers; and optocouplers, industrial fiber optics, and motion control encoders and subsystems. Its products are used in various applications, including enterprise and data center networking, home connectivity, set-top boxes, broadband access, telecommunication equipment, smartphones and base stations, data center servers and storage systems, factory automation, power generation and alternative energy systems, and electronic displays. Broadcom Inc. was incorporated in 2018 and is headquartered in San Jose, California.
Advanced Micro Devices, Inc. NasdaqGS:AMD Advanced Micro Devices, Inc. operates as a semiconductor company worldwide. The company operates in two segments, Computing and Graphics; and Enterprise, Embedded and Semi-Custom. Its products include x86 microprocessors as an accelerated processing unit, chipsets, discrete and integrated graphics processing units (GPUs), data center and professional GPUs, and development services; and server and embedded processors, and semi-custom System-on-Chip (SoC) products, development services, and technology for game consoles. The company provides processors for desktop and notebook personal computers under the AMD Ryzen, AMD Ryzen PRO, Ryzen Threadripper, Ryzen Threadripper PRO, AMD Athlon, AMD Athlon PRO, AMD FX, AMD A-Series, and AMD PRO A-Series processors brands; discrete GPUs for desktop and notebook PCs under the AMD Radeon graphics, AMD Embedded Radeon graphics brands; and professional graphics products under the AMD Radeon Pro and AMD FirePro graphics brands. It also offers Radeon Instinct, Radeon PRO V-series, and AMD Instinct accelerators for servers; chipsets under the AMD trademark; microprocessors for servers under the AMD EPYC; embedded processor solutions under the AMD Athlon, AMD Geode, AMD Ryzen, AMD EPYC, AMD R-Series, and G-Series processors brands; and customer-specific solutions based on AMD CPU, GPU, and multi-media technologies, as well as semi-custom SoC products. It serves original equipment manufacturers, public cloud service providers, original design manufacturers, system integrators, independent distributors, online retailers, and add-in-board manufacturers through its direct sales force, independent distributors, and sales representatives. The company was incorporated in 1969 and is headquartered in Santa Clara, California.

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable Public Company Analysis | Business Descriptions (continued)

 

Semiconductor Industry (United States)
Name Ticker Business Description
Analog Devices, Inc. NasdaqGS:ADI Analog Devices, Inc. designs, manufactures, tests, and markets integrated circuits (ICs), software, and subsystems that leverage analog, mixed-signal, and digital signal processing technologies. The company provides data converter products, which translate real-world analog signals into digital data, as well as translates digital data into analog signals; power management and reference products for power conversion, driver monitoring, sequencing, and energy management applications in the automotive, communications, industrial, and high-end consumer markets; and power ICs include performance, integration, and software design simulation tools for accurate power supply designs. It also offers high-performance amplifiers to condition analog signals; and radio frequency and microwave ICs to support cellular infrastructure; and microelectromechanical systems technology solutions, including accelerometers used to sense acceleration, gyroscopes for sense rotation, inertial measurement units to sense multiple degrees of freedom, and broadband switches for radio and instrument systems, as well as isolators. In addition, the company offers digital signal processing and system products for high-speed numeric calculations. It serves clients in the industrial, automotive, consumer, instrumentation, aerospace, and communications markets through a direct sales force, third-party distributors, and independent sales representatives in the United States, the rest of North and South America, Europe, Japan, China, and rest of Asia, as well as through its Website. Analog Devices, Inc. was incorporated in 1965 and is headquartered in Wilmington, Massachusetts.
NXP Semiconductors N.V. NasdaqGS:NXPI NXP Semiconductors N.V. offers various semiconductor products. The company’s product portfolio includes microcontrollers; application processors, including i.MX application processors, and i.MX 8 and 9 family of applications processors; communication processors; wireless connectivity solutions, such as near field communications, ultra-wideband, Bluetooth low-energy, Zigbee, and Wi-Fi and Wi-Fi/Bluetooth integrated SoCs; analog and interface devices; radio frequency power amplifiers; and security controllers, as well as semiconductor-based environmental and inertial sensors, including pressure, inertial, magnetic, and gyroscopic sensors. The company's product solutions are used in a range of applications, including automotive, industrial and Internet of Things, mobile, and communication infrastructure. The company markets its products to various original equipment manufacturers, contract manufacturers, and distributors. It operates in China, the Netherlands, the United States, Singapore, Germany, Japan, South Korea, Malaysia, and internationally. The company was formerly known as KASLION Acquisition B.V and changed its name to NXP Semiconductors N.V. in May 2010. NXP Semiconductors N.V. was incorporated in 2006 and is headquartered in Eindhoven, the Netherlands.
Marvell Technology, Inc. NasdaqGS:MRVL Marvell Technology, Inc., together with its subsidiaries, designs, develops, and sells analog, mixed-signal, digital signal processing, and embedded and standalone integrated circuits. It offers a portfolio of Ethernet solutions, including controllers, network adapters, physical transceivers, and switches; single or multiple core processors; ASIC; and printer System-on-a-Chip products and application processors. The company also provides a range of storage products comprising storage controllers for hard disk drives (HDD) and solid-state drives that support various host system interfaces consisting of serial attached SCSI (SAS), serial advanced technology attachment (SATA), peripheral component interconnect express, non-volatile memory express (NVMe), and NVMe over fabrics; and fiber channel products, including host bus adapters, and controllers for server and storage system connectivity. It has operations in the United States, China, Malaysia, the Philippines, Thailand, Singapore, India, Israel, Japan, South Korea, Taiwan, and Vietnam. Marvell Technology, Inc. was incorporated in 1995 and is headquartered in Wilmington, Delaware.
Microchip Technology Incorporated NasdaqGS:MCHP Microchip Technology Incorporated develops, manufactures, and sells smart, connected, and secure embedded control solutions in the Americas, Europe, and Asia. The company offers general purpose 8-bit, 16-bit, and 32-bit microcontrollers; 32-bit embedded microprocessors markets; and specialized microcontrollers for automotive, industrial, computing, communications, lighting, power supplies, motor control, human machine interface, security, wired connectivity, and wireless connectivity applications. It also provides development tools that enable system designers to program microcontroller and microprocessor products for specific applications; field-programmable gate array (FPGA) products; and analog, interface, mixed signal, and timing products comprising power management, linear, mixed- signal, high-voltage, thermal management, discrete diodes and metal oxide semiconductor field effect transistors (MOSFETS), radio frequency (RF), drivers, safety, security, timing, USB, Ethernet, wireless, and other interface products. In addition, the company offers memory products consisting of serial electrically erasable programmable read-only memory, serial flash memories, parallel flash memories, serial static random access memories, and serial electrically erasable random access memories for the production of very small footprint devices; and licenses its SuperFlash embedded flash and NVM technologies to foundries, integrated device manufacturers, and design partners for use in the manufacture of microcontroller products, gate array, RF, analog, and neuromorphic compute products that require embedded non-volatile memory, as well as provides engineering services. Further, it offers wafer foundry and assembly, and test subcontracting manufacturing services; and timing systems products, application specific integrated circuits, and aerospace products. Microchip Technology Incorporated was incorporated in 1989 and is headquartered in Chandler, Arizona.

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable Public Company Analysis | Business Descriptions (continued)

 

Semiconductor Industry (United States)
Name Ticker Business Description

GLOBALFOUNDRIES

Inc.

 

NasdaqGS:GFS GLOBALFOUNDRIES Inc. operates as a semiconductor foundry worldwide. It manufactures integrated circuits, which enable various electronic devices that are pervasive. The company manufactures a range of semiconductor devices, including microprocessors, mobile application processors, baseband processors, network processors, radio frequency modems, microcontrollers, power management units, and microelectromechanical systems, as well as offers mainstream wafer fabrication services and technologies. The company was founded in 2009 and is based in Malta, New York.
ON Semiconductor Corporation NasdaqGS:ON ON Semiconductor Corporation provides intelligent sensing and power solutions worldwide. Its intelligent power technologies enable the electrification of the automotive industry that allows for lighter and longer-range electric vehicles, empowers fast-charging systems, and propels sustainable energy for the solar strings, industrial power, and storage systems. The company operates through three segments the Power Solutions Group, the Advanced Solutions Group, and the Intelligent Sensing Group segments. It offers analog, discrete, module, and integrated semiconductor products that perform multiple application functions, including power switching and conversion, signal conditioning, circuit protection, signal amplification, and voltage regulation functions. The company also designs and develops analog, mixed-signal, advanced logic, application specific standard product and ASICs, radio frequency, and integrated power solutions for end-users in end-markets, as well as provides foundry and design services for government customers. In addition, it develops complementary metal oxide semiconductor image sensors, image signal processors, and single photon detectors, including silicon photomultipliers and single photon avalanche diode arrays, as well as actuator drivers for autofocus and image stabilization for a broad base of end-users in various end-markets. ON Semiconductor Corporation was incorporated in 1992 and is headquartered in Phoenix, Arizona.

Monolithic Power

Systems, Inc.

 

NasdaqGS:MPWR Monolithic Power Systems, Inc. engages in the design, development, marketing, and sale of semiconductor-based power electronics solutions for the computing and storage, automotive, industrial, communications, and consumer markets. The company provides direct current (DC) to DC integrated circuits (ICs) that are used to convert and control voltages of various electronic systems, such as portable electronic devices, wireless LAN access points, computers and notebooks, monitors, infotainment applications, and medical equipment. It also offers lighting control ICs for backlighting that are used in systems, which provide the light source for LCD panels in notebook computers, monitors, car navigation systems, and televisions, as well as for general illumination products. The company sells its products through third-party distributors and value-added resellers, as well as directly to original equipment manufacturers, original design manufacturers, electronic manufacturing service providers, and other end customers in China, Taiwan, Europe, South Korea, Southeast Asia, Japan, the United States, and internationally. Monolithic Power Systems, Inc. was incorporated in 1997 and is headquartered in Kirkland, Washington.
Wolfspeed, Inc. NYSE:WOLF Wolfspeed, Inc. provides silicon carbide and gallium nitride (GaN) materials, power devices, and radio frequency (RF) devices based on wide bandgap semiconductor materials and silicon. The company’s silicon carbide and GaN materials comprise silicon carbide bare wafers, epitaxial wafers, and GaN epitaxial layers on silicon carbide wafers. It offers silicon carbide materials for customers to manufacture products for RF, power, and other applications. The company’s power devices include silicon carbide Schottky diodes, metal oxide semiconductor field effect transistors (MOSFETs), power modules, and gate driver boards for customers and distributors to use in applications, such as electric vehicles comprising charging infrastructure, server power supplies, solar inverters, uninterruptible power supplies, industrial power supplies, and other applications. Its RF devices comprise GaN-based die, high-electron mobility transistors, monolithic microwave integrated circuits, and laterally diffused MOSFET power transistors for telecommunications infrastructure, military, and other commercial applications. The company’s products are also used in transportation, fast charging, wireless systems, 5G, motor drives, renewable energy and storage, and aerospace and defense applications; and materials products and RF devices are used in military communications, radar, satellite, and telecommunication applications. It serves customers in North America, Asia, and Europe. The company was formerly known as Cree, Inc. and changed its name to Wolfspeed, Inc. in October 2021. Wolfspeed, Inc. was founded in 1987 and is headquartered in Durham, North Carolina.
Lattice Semiconductor Corporation NasdaqGS:LSCC Lattice Semiconductor Corporation, together with its subsidiaries, develops and sells semiconductor products in Asia, Europe, and the Americas. The company offers field programmable gate arrays that consist of four product families, including the Certus-NX and ECP, Mach, iCE40, and CrossLink. It also provides video connectivity application specific standard products. In addition, the company licenses its technology portfolio through standard IP and IP core licensing, patent monetization, and IP services. It sells its products directly to end customers, and indirectly through a network of independent manufacturers’ representatives and independent distributors. The company primarily serves original equipment manufacturers in the communications and computing, consumer, and industrial and automotive end markets. Lattice Semiconductor Corporation was incorporated in 1983 and is headquartered in Hillsboro, Oregon.

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable Public Company Analysis | Business Descriptions (continued)

 

Semiconductor Industry (United States)
Name Ticker Business Description
Synaptics Incorporated NasdaqGS:SYNA Synaptics Incorporated develops and supplies semiconductor products and solutions worldwide. The company offers AudioSmart for voice and audio processing; ConnectSmart for high-speed video/audio/data connectivity; DisplayLink for transmitting compressed video frames across low bandwidth connections; VideoSmart that enables set-top boxes or over-the-top, streaming devices, soundbars, surveillance cameras, and smart displays; and ImagingSmart solutions. It also provides Natural ID, a fingerprint ID product that is used in automobiles, notebook personal computers (PCs), PC peripherals, and other applications; TouchPad, a touch- sensitive pad that senses the position and movement of one or more fingers on its surface; SecurePad that integrates fingerprint sensor directly into the TouchPad area; ClickPad that offers a clickable mechanical design; and ForcePad. In addition, the company offers ClearPad, which enables users to interact directly with the display on mobile smartphones, tablets, and automobiles; ClearView products that provide advanced image processing and low power technology for displays on smartphones and tablets; and TouchView products, a touch controller and display driver integration product. Further, it provides TouchPad with a pointing stick in a single notebook computer enabling users to select their interface of choice; TouchStyk, a self-contained pointing stick module; ultra-low power edge artificial intelligence platform for battery powered wireless devices; and wireless connectivity solutions comprising Wi-Fi, Bluetooth, global positioning system, and global navigation satellite system. The company sells its products through direct sales, outside sales representatives, distributors, and resellers to mobile and PC OEMs; IoT OEMs; and consumer electronics manufacturers. The company was incorporated in 1986 and is headquartered in San Jose, California.
Silicon Laboratories Inc. NasdaqGS:SLAB Silicon Laboratories Inc., a fabless semiconductor company, provides various analog-intensive mixed-signal solutions in the United States, China, and internationally. The company’s products include wireless microcontrollers and sensor products. Its products are used in various electronic products in a range of applications for the Internet of Things (IoT), including connected home and security, industrial automation and control, smart metering, smart lighting, commercial building automation, consumer electronics, asset tracking, and medical instrumentation. The company sells its products through its direct sales force, as well as through a network of independent sales representatives and distributors. Silicon Laboratories Inc. was founded in 1996 and is headquartered in Austin, Texas.
Cirrus Logic, Inc. NasdaqGS:CRUS Cirrus Logic, Inc., a fabless semiconductor company, provides low-power and high-precision mixed-signal processing solutions in the United States and internationally. It offers portable products, including codecs components that integrate analog-to-digital converters (ADCs) and digital-to-analog converters (DACs) into a single integrated circuit (IC); smart codecs, a codec with digital signal processer; boosted amplifiers; digital signal processors; and SoundClear technology, which consists of a portfolio of tools, software, and algorithms that helps to enhance user experience with features, such as louder, high-fidelity sound, audio playback, voice capture, hearing augmentation, and active noise cancellation. The company’s audio products are used in smartphones, tablets, wireless headsets, laptops, AR/VR headsets, home theater systems, automotive entertainment systems, and professional audio systems. It also provides high-performance mixed-signal products, such as haptic driver and sensing solutions, camera controllers, power conversion, and control ICs and fast-charging ICs used in various industrial and energy applications comprising digital utility meters, power supplies, energy control, energy measurement, and energy exploration. The company markets and sells its products through direct sales force, external sales representatives, and distributors. Cirrus Logic, Inc. was incorporated in 1984 and is headquartered in Austin, Texas.
Allegro MicroSystems, Inc. NasdaqGS:ALGM Allegro MicroSystems, Inc. designs, develops, manufactures, and markets sensor integrated circuits (ICs) and application-specific analog power ICs for motion control and energy-efficient systems. Its products include magnetic sensor ICs, such as position, speed, and current sensor ICs; power ICs comprising motor driver ICs, and regulator and LED driver ICs; and photonic and 3D sensing components, including photodiodes, eye-safe lasers, and readout ICs for LiDAR applications. The company sells its products to original equipment manufacturers and suppliers primarily in the automotive and industrial markets through its direct sales force, third party distributors, independent sales representatives, and consignment. It operates in the United States, rest of the Americas, Europe, Japan, Greater China, South Korea, and other Asian markets. The company was founded in 1990 and is headquartered in Manchester, New Hampshire. Allegro MicroSystems, Inc. is a subsidiary of Sanken Electric Co., Ltd.

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable Public Company Analysis | Business Descriptions (continued)

 

Semiconductor Industry (United States)
Name Ticker Business Description
Semtech Corporation NasdaqGS:SMTC Semtech Corporation designs, develops, manufactures, and markets analog and mixed-signal semiconductor products and advanced algorithms. It provides signal integrity products, including a portfolio of optical data communications and video transport products used in various infrastructure, and industrial applications; a portfolio of integrated circuits for data centers, enterprise networks, passive optical networks, wireless base station optical transceivers, and high-speed interface applications; and video products for broadcast applications, as well as video-over-IP technology for professional audio video applications. The company also offers protection products, such as filter and termination devices that are integrated with the transient voltage suppressor devices, which protect electronic systems from voltage spikes; and wireless and sensing products comprising a portfolio of specialized radio frequency products used in various industrial, medical, and communications applications, as well as specialized sensing products used in industrial and consumer applications. In addition, it provides power products consisting of switching voltage regulators, combination switching and linear regulators, smart regulators, isolated switches, and wireless charging that control, alter, regulate, and condition the power within electronic systems. The company serves original equipment manufacturers and their suppliers in the enterprise computing, communications, and consumer and industrial end-markets. It sells its products directly, as well as through independent sales representative firms and independent distributors in North America, Europe, Asia- Pacific, and internationally. The company was incorporated in 1960 and is headquartered in Camarillo, California.
SiTime Corporation NasdaqGM:SITM SiTime Corporation designs, develops, and sells silicon timing systems solutions in Taiwan, Hong Kong, the United States, and internationally. The company provides resonators and clock integrated circuits, and various types of oscillators. Its solutions have applications in various markets, including communications and enterprise, automotive, industrial, Internet of Things, mobile, consumer, and aerospace and defense. The company sells its timing products through distributors and resellers. SiTime Corporation was incorporated in 2003 and is headquartered in Santa Clara, California.
Diodes Incorporated NasdaqGS:DIOD Diodes Incorporated designs, manufactures, and supplies application-specific standard products in the discrete, logic, analog, and mixed-signal semiconductor markets worldwide. It focuses on low pin count semiconductor devices with one or more active or passive components. The company offers discrete semiconductor products, such as MOSFET, TVS, and performance Schottky rectifiers; GPP bridges and retifiers, and performance Schottky diodes; Zener and performance Zener diodes, including tight tolerance and low operating current type; standard, fast, super-fast, and ultra-fast recovery rectifiers; bridge rectifiers; switching diodes; small signal bipolar and prebiased transistors; thyristor surge protection devices; and transient voltage suppressors. It also provides analog products, such as power management devices comprising AC-DC and DC-DC converters, USB power switches, and low dropout and linear voltage regulators; linear devices, such as operational amplifiers and comparators, current monitors, voltage references, and reset generators; LED lighting drivers; audio amplifiers; and sensor products, including hall- effect sensors and motor drivers. The company offers mixed-signal products, such as high speed mux/demux products, digital switches, interfaces, redrivers, universal level shifters/voltage translator, clock ICs, and packet switches; standard logic products comprising low-voltage complementary metal–oxide–semiconductor (CMOS) and high-speed CMOS devices; ultra-low power CMOS logic products and analog switches; multichip products and co-packaged discrete, analog, and mixed-signal silicon in miniature packages; silicon and silicon epitaxial wafers; and crystals and oscillators. It sells its products to the consumer electronics, computing, communications, industrial, and automotive markets through direct sales, marketing personnel, independent sales representatives, and distributors. The company was incorporated in 1959 and is headquartered in Plano, Texas.
MaxLinear, Inc. NasdaqGS:MXL MaxLinear, Inc. provides radiofrequency (RF), high-performance analog, and mixed-signal communications systems-on-chip solutions (SoCs) for the connected home, wired and wireless infrastructure, and industrial and multi-market applications worldwide. Its products integrate various portions of a high-speed communication system, including RF, high-performance analog, mixed-signal, digital signal processing, security engines, data compression, networking layers, and power management. The company offers broadband radio transceiver front ends, data converters, embedded systems and software architecture, and architecture and system design for highly integrated end-to-end communication platform solutions. Its products are used in various electronic devices, such as cable data over cable service interface specifications (DOCSIS), fiber and DSL broadband modems and gateways; Wi-Fi and wireline routers for home networking; radio transceivers and modems for 4G/5G base-station and backhaul infrastructure; and fiber-optic modules for data center, metro, and long-haul transport networks, as well as power management and interface products. It serves electronics distributors, module makers, original equipment manufacturers (OEMs), and original design manufacturers (ODMs) through a direct sales force, third-party sales representatives, and a network of distributors. The company was incorporated in 2003 and is headquartered in Carlsbad, California.

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable Public Company Analysis | Business Descriptions (continued)

 

Semiconductor Industry (United States)
Name Ticker Business Description
Ambarella, Inc. NasdaqGS:AMBA Ambarella, Inc. develops semiconductor solutions for video that enable high-definition (HD) and ultra HD compression, image processing, and deep neural network processing worldwide. The company’s system-on-a-chip designs integrated HD video processing, image processing, artificial intelligence computer vision algorithms, audio processing, and system functions onto a single chip for delivering video and image quality, differentiated functionality, and low power consumption. Its solutions are used in automotive cameras, such as automotive video recorders, electronic mirrors, front advanced driver assistance system camera, cabin monitoring system and driver monitoring system camera, and central domain controllers for autonomous vehicle; and professional and home internet protocol security camera; robotics and industrial application, including identification/authentication cameras, robotic products, and sensing cameras, as well as cameras for the home, public spaces, and consumer leisure comprising wearable body cameras, sports action cameras, social media cameras, drones for capturing aerial video or photographs, video conferencing, and virtual reality applications. The company sells its solutions to original design manufacturers and original equipment manufacturers through its direct sales force and distributors. Ambarella, Inc. was incorporated in 2004 and is headquartered in Santa Clara, California.
Rambus Inc. NasdaqGS:RMBS Rambus Inc. provides semiconductor products in the United States, Taiwan, South Korea, Japan, Europe, Canada, Singapore, China, and internationally. The company offers DDR memory interface chips, including DDR5, DDR4 and DDR3 memory interface chips to module manufacturers and OEMs; silicon IP comprising, interface and security IP solutions that move and protect data in advanced applications; and physical interface and digital controller IP to offer industry-leading, integrated memory and interconnect subsystems. It also provides a portfolio of patents that covers memory architecture, high-speed serial links, and security products. The company markets its products and services through its direct sales force and distributors. Rambus Inc. was incorporated in 1990 and is headquartered in San Jose, California.
Impinj, Inc. NasdaqGS:PI Impinj, Inc. operates a cloud connectivity platform in the Americas, the Asia Pacific, Europe, the Middle East, and Africa. Its platform, which comprises multiple product families, wirelessly connects individual items and delivers data about the connected items to business and consumer applications. The company’s platform comprises endpoint ICs, a miniature radios-on-a-chip that attaches to a host item and includes a number to identify the item. Its platform also consists of systems products that comprise reader ICs, readers, and gateways to wirelessly provide power to and communicate bidirectionally with endpoint ICs on host items, as well as to read, write, authenticate, and engage the endpoint ICs on those items; and software and algorithms that enables its partners to deliver use cases, such as retail self-checkout and loss prevention, and warehouse pallet and carton tracking to end-users. The company primarily serves retail, supply chain and logistics, aviation, automotive, healthcare, industrial and manufacturing, sports, food, datacenter, travel, banking, and linen and uniform tracking sectors through distributors, system integrators, value-added resellers, and software solution partners. Impinj, Inc. was incorporated in 2000 and is headquartered in Seattle, Washington.
Credo Technology Group Holding Ltd NasdaqGS:CRDO Credo Technology Group Holding Ltd provides various high-speed connectivity solutions for optical and electrical Ethernet applications in the United States, Mexico, Mainland China, Hong Kong, and internationally. Its products include integrated circuits, active electrical cables, and SerDes chiplets that are based on its serializer/deserializer and digital signal processor technologies. The company also offers intellectual property solutions consist of SerDes IP licensing. The company was founded in 2008 and is headquartered in San Jose, California.
Alpha and Omega Semiconductor Limited NasdaqGS:AOSL Alpha and Omega Semiconductor Limited designs, develops, and supplies power semiconductor products for computing, consumer electronics, communication, and industrial applications in Hong Kong, China, South Korea, the United States, and internationally. It offers power discrete products, including metal-oxide- semiconductor field-effect transistors (MOSFET), SRFETs, XSFET, electrostatic discharge, protected MOSFETs, high and mid-voltage MOSFETs, and insulated gate bipolar transistors for use in smart phone chargers, battery packs, notebooks, desktop and servers, data centers, base stations, graphics card, game boxes, TVs, AC adapters, power supplies, motor control, power tools, e-vehicles, white goods and industrial motor drives, UPS systems, solar inverters, and industrial welding. The company also provides power ICs that deliver power, as well as control and regulate the power management variables, such as the flow of current and level of voltage. Its power ICs are used in flat panel displays, TVs, Notebooks, graphic cards, servers, DVD/Blu-Ray players, set-top boxes, and networking equipment. In addition, the company offers αMOS5 MOSFET for quick charger, adapter, PC power, server, industrial power, telecom, and datacenter applications; and Transient Voltage Suppressors for laptops, televisions, and other electronic devices. Further, it provides EZBuck regulators; SOA MOSFET for hot swap applications; RigidCSP for battery management; and Type-C power delivery protection switches. The company was incorporated in 2000 and is headquartered in Sunnyvale, California.

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable Public Company Analysis | Business Descriptions (continued)

 

Semiconductor Industry (United States)
Name Ticker Business Description
CEVA, Inc. NasdaqGS:CEVA CEVA, Inc. operates as a licensor of wireless connectivity and smart sensing technologies to semiconductor and original equipment manufacturer (OEM) companies worldwide. It designs and licenses various digital signal processors, AI processors, wireless platforms, and complementary software for sensor fusion, image enhancement, computer vision, voice input, and artificial intelligence (AI). The company licenses a family of wireless connectivity and smart sensing technologies, and integrated IP solutions, including DSP-based platforms for 5G baseband processing in mobile, IoT, and infrastructure; imaging and computer vision for any camera- enabled devices; audio/voice/speech and ultra-low power always-on/sensing applications for multiple IoT markets; sensor fusion software and inertial measurement unit solutions for hearables, wearables, AR/VR, PC, robotics, remote controls, and IoT; and wireless IoT for Bluetooth, Wi-Fi 4/5/6/6E, Ultra-wideband (UWB), and NB- IoT. Its technologies are licensed to companies, which design, manufacture, market, and sell application-specific integrated circuits and application-specific standard products to mobile, consumer, automotive, robotics, industrial, aerospace and defense, and IoT companies for incorporation into various end products. The company delivers its DSP cores, platforms, and AI processors in the form of a hardware description language definition; and offers development platforms, software development kits, and software debug tools that facilitate system design, debug, and software development. The company licenses its technology through a direct sales force. The company was formerly known as ParthusCeva, Inc. and changed its name to CEVA, Inc. in December 2003. CEVA, Inc. was incorporated in 1999 and is headquartered in Rockville, Maryland.
indie Semiconductor, Inc. NasdaqCM:INDI indie Semiconductor, Inc. provides automotive semiconductors and software solutions for advanced driver assistance systems, connected car, user experience, and electrification applications. It offers devices for a multitude of automotive applications spanning ultrasound for parking assistance, in cabin wireless charging, infotainment and LED lighting for enhancing the user experience, and telematics and cloud access for connectivity; and photonic components on various technology platforms, including fiber bragg gratings, low noise lasers, athermal and tunable packaging, photonic integration, and low noise and high-speed electronics for the laser systems, optical sensing, and optical communication markets. The company was incorporated in 2007 and is headquartered in Aliso Viejo, California.
Navitas Semiconductor Corporation NasdaqGM:NVTS Navitas Semiconductor Corporation designs, develops, and sells gallium nitride (GaN) power integrated circuits in China, the United States, Taiwan, Korea, and internationally. The company was incorporated in 2013 and is based in Dublin, Ireland.
Transphorm, Inc. NasdaqCM:TGAN Transphorm, Inc., a semiconductor company, develops, manufactures, and sells gallium nitride (GaN) semiconductor components for use in power conversion in Mainland China, Hong Kong, Taiwan, the United States, Japan, South Korea, and Europe. The company’s products include GaN field effect transistors in various packages. Its GaN devices allows customers to design power systems creating functional value in various end products, including smartphone power adapters/fast- chargers, power supplies for datacenter servers/communication, industrial power converters, chargers/converters/inverters for electric vehicles, and other applications. The company offers its products through regional distributors and sales representatives. Transphorm, Inc. was founded in 2007 and is headquartered in Goleta, California.

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable Public Company Analysis | Business Descriptions (continued)

 

M&A Comparables Analysis | Semiconductor Sector | (2019 - Present)
M&A Closed Date Target/Issuer Business Description
08/30/2019

iWIN PLUS CO.,LTD.

(KOSDAQ:A123010)

Offers NeoPac, a photo sensor chip scale package for application in image sensors and optical coatings, and applied markets. It serves IC, module, and set makers. Was founded in 2003 and is headquartered in Cheongju, South Korea.

09/19/2019 Aquantia Corp.

Designs, develops, and markets advanced high-speed communication integrated circuits for Ethernet connectivity in the data center, enterprise infrastructure, access, and automotive markets worldwide. Aquantia Corp. was founded in 2004 and is headquartered in San Jose, California. As of September 19, 2019, Aquantia Corp. operates as a subsidiary of Marvell Technology Group Ltd.

09/24/2019 Forehope Electronic (Ningbo) Co., Ltd. Provides semiconductor equipment. The company was founded in 2017 and is based in Ningbo, China.
10/10/2019 Sankalp Semiconductor Pvt. Ltd.

Provides analog and mixed-signal, and RF semiconductor services and solutions for semiconductor companies. Sankalp Semiconductor Pvt. Ltd. was founded in 2005 and is based in Hubli, India. It has a customer support center in Sunnyvale, California. As of October 10, 2019, Sankalp Semiconductor Pvt. Ltd. operates as a subsidiary of HCL Technologies Limited.

10/29/2019 Xincomm Communications Co., Ltd.

Researches, designs, and develops mobile communication standard 4G LTE terminal baseband chips. The company was founded in 2009 and is based in Hefei, China.

 

11/13/2019

Yunnan Xinyao Semiconductor

Materials Co., Ltd.

Manufactures semiconductor substrates that include single crystals and wafers. The company was founded in 2013 and is based in Kunming, China.

 

12/06/2019

Silicon IP, Secure Protocols, and

Provisioning Business

Comprises silicon chips, secure protocols, and provisioning business for security and semiconductor solutions. The asset is located in the United States.

 

12/10/2019 Zhuhai Orbita Aerospace Science & Technology Co.,Ltd (SZSE:300053) Develops, produces, and sells aerospace electronic chips and electronic chip systems in China. Its products include System on Chips, System in Package modules, and EMBC and ATE; satellite constellation systems; big data support and service platforms; intelligent surveying and mapping GIS products; artificial intelligence (AI) chips and systems; intelligent image processing and facial recognition; and AI learning systems. Zhuhai Orbita Aerospace Science & Technology Co.,Ltd was founded in 2000 and is headquartered in Zhuhai, China.
12/18/2019 N Citron, Inc. (KOSDAQ:A101400)

Engages in the manufacture and sale of semiconductor products that process digital audio signals. It offers digital audio amplifier chips for digital TV and AC direct LED drivers, as well as for healthcare sector. The company was founded in 2000 and is headquartered in Seongnam, South Korea.

12/20/2019

Hunan Goke Microelectronics Co.,Ltd.

(SZSE:300672)

Engages in the research and development of integrated circuit chips in China. It offers its products for use in solid-state storage, smart monitoring, smart set-top boxes, and the Internet of Things. The company was founded in 2008 and is headquartered in Changsha, China.

03/10/2020 Zhuhai Orbita Aerospace Science & Technology Co.,Ltd (SZSE:300053) Develops, produces, and sells aerospace electronic chips and electronic chip systems in China. Its products include System on Chips, System in Package modules, and EMBC and ATE; satellite constellation systems; big data support and service platforms; intelligent surveying and mapping GIS products; artificial intelligence (AI) chips and systems; intelligent image processing and facial recognition; and AI learning systems. Zhuhai Orbita Aerospace Science & Technology Co.,Ltd was founded in 2000 and is headquartered in Zhuhai, China.
03/12/2020 First Sensor AG (XTRA:SIS)

Develops, produces, and sells sensor chips, sensor components, sensors, and sensor systems for industrial, medical, and mobility markets worldwide. First Sensor AG was founded in 1991 and is headquartered in Berlin, Germany. First Sensor AG operates as a subsidiary of TE Connectivity Ltd.

04/16/2020 Cypress Semiconductor Corporation

Designs, develops, manufactures, markets, and sells embedded system solutions worldwide. It operates in two segments, Microcontroller and Connectivity Division, and Memory Products Division. The company was founded in 1982 and is headquartered in San Jose, California. As of April 16, 2020, Cypress Semiconductor Corporation operates as a subsidiary of Infineon Technologies AG.

04/27/2020 ABLIC Inc.

Manufactures, develops, and sells analog semiconductors. The company was founded in 2016 and is based in Tokyo, Japan. ABLIC Inc. operates as a subsidiary of MinebeaMitsumi Inc.

04/27/2020 Mellanox Technologies, Ltd.

A fabless semiconductor company, designs, manufactures, markets, and sells interconnect products and solutions, including switch and gateway integrated circuits (ICs), adapter cards, cables, modules, and software, as well as switch, gateway, and long-haul systems. Mellanox Technologies, Ltd. was founded in 1999 and is headquartered in Sunnyvale, California. As of April 27, 2020, Mellanox Technologies, Ltd. operates as a subsidiary of NVIDIA Corporation.  

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable Public Company Analysis | Business Descriptions (continued)

 

M&A Comparables Analysis | Semiconductor Sector | (2019 - Present)
M&A Closed Date Target/Issuer Business Description
06/05/2020 N2Tech Co.,Ltd (KOSDAQ:A227950)

Provides semiconductor equipment. The company was formerly known as Microtech Co. Ltd. and changed its name to N2Tech Co.,Ltd in September 2020. N2Tech Co.,Ltd was founded in 1992 and is headquartered in Anseong-Si, South Korea.

06/15/2020 ChipMOS TECHNOLOGIES INC. (TWSE:8150)

Engages in the research, development, manufacture, and sale of high-integration and high-precision integrated circuits, and related assembly and testing services in Taiwan, People’s Republic of China, Japan, Singapore, and internationally. The company was incorporated in 1997 and is headquartered in Hsinchu, Taiwan.

06/29/2020 Adesto Technologies Corporation Provides application-specific semiconductors and embedded systems that comprise essential building blocks of Internet of Things (IoT) edge devices operating on networks worldwide. Its portfolio of semiconductor and embedded technologies are optimized for connected IoT devices and systems used in industrial, consumer, communications, and medical applications. Its offerings enable customers to differentiate their IoT systems and product designs. The company was incorporated in 2006 and is headquartered in Santa Clara, California. As of June 29, 2020, Adesto Technologies Corporation operates as a subsidiary of Dialog Semiconductor Plc.
08/06/2020 Nanjing Micro One Electronics Inc.

Designs, develops, and markets Integrated Circuit (IC) and Application Specific Integrated Circuit (ASIC) chips. Nanjing Micro One Electronics Inc. was founded in 1999 and is headquartered in Nanjing Shi, China. As of August 6, 2020, Nanjing Micro One Electronics Inc. operates as a subsidiary of Shanghai Belling Co., Ltd.

09/27/2020

Yunnan Xinyao Semiconductor

Materials Co., Ltd.

Manufactures semiconductor substrates that include single crystals and wafers. The company was founded in 2013 and is based in Kunming, China.

 

10/26/2020 Shanghai Fullhan Microelectronics Co., Ltd. (SZSE:300613)

Manufactures and sells chips and solutions for video surveillance products in China. The company offers H.264 codec SoC, image signal processor IC products, and analog and IP cameras, as well as IoT and vehicle application products. The company was founded in 2004 and is headquartered in Shanghai, China.

10/30/2020 Chenxin Technology Co., Ltd.

Provides technology and mobile communication SoC chips, platforms, and solutions for professional customers. It offers its products and solutions for special communications and industry terminal applications in China. The company was founded in 2017 and is headquartered in Shanghai, China with a branch office in Beijing, China. Chenxin Technology Co., Ltd. operates as a subsidiary of China Academy of Telecommunication Technology.

12/30/2020

Tianjin Zhonghuan Electronic

Information Group Co., Ltd.

 

Manufactures semiconductor materials and chip components. The company was founded in 1959 and is based in Tianjin, China. As of December 30, 2020, Tianjin Zhonghuan Electronic Information Group Co., Ltd. operates as a subsidiary of TCL Technology Group Corporation.

03/11/2021 HAESUNG DS Co., Ltd. (KOSE:A195870)

Manufactures and sells semiconductor components in South Korea and internationally. The company was founded in 1984 and is headquartered in Seoul, South Korea.

03/26/2021

HC SemiTek Corporation

(SZSE:300323)

 

Researches, develops, produces, and sells light emitting diode (LED) epitaxial wafers and chips in China. It also offers sapphire, sapphire substrate, and sapphire window material, as well as integrated circuit and sensor. The company was formerly known as Wuhan HC SemiTek Co., Ltd and changed its name to HC SemiTek Corporation. HC SemiTek Corporation was founded in 2005 and is based in Wuhan, China.

04/20/2021 Inphi Corporation

Provides high-speed analog and mixed signal semiconductor solutions for the communications and computing markets in China, the United States, Thailand, and internationally. Its analog and mixed signal semiconductor solutions offer high signal integrity at various data speeds and reduce system power consumption. Inphi Corporation was incorporated in 2000 and is headquartered in San Jose, California. As of April 20, 2021, Inphi Corporation operates as a subsidiary of Marvell Technology Group Ltd.

04/27/2021 Sino Wealth Electronic Ltd. (SZSE:300327)

Researches, designs, develops, produces, and sells integrated circuits in China and internationally. The company offers industrial control-level microcontroller chips and OLED display drive chips, as well as related electronic module products. It also imports, exports, and wholesales electronic products; and provides commission agency and related technical consulting services. Was founded in 1994 and is based in Shanghai, China.

05/31/2021 Intrinsix Corp.

Intrinsix Corp. operates as a design services company specializing in high-integration semiconductor design serving electronic systems companies internationally. The company was founded in 1985 and is based in Marlborough, Massachusetts. As of May 31, 2021, Intrinsix Corp. operates as a subsidiary of CEVA, Inc.

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

Comparable M&A Transactions Analysis | Business Descriptions (continued)

 

M&A Comparables Analysis | Semiconductor Sector | (2019 - Present)
M&A Closed Date Target/Issuer Business Description
07/01/2021

Yunnan Xinyao Semiconductor

Materials Co., Ltd.

Manufactures semiconductor substrates that include single crystals and wafers. The company was founded in 2013 and is based in Kunming, China.

 

08/26/2021 Maxim Integrated Products, Inc. Designs, develops, manufactures, and markets a range of linear and mixed-signal integrated circuits in the United States, China, rest of Asia, Europe, and internationally. Maxim Integrated Products, Inc. was founded in 1983 and is headquartered in San Jose, California. As of August 26, 2021, Maxim Integrated Products, Inc. operates as a subsidiary of Analog Devices, Inc.
08/30/2021 Dialog Semiconductor Plc Develops and distributes highly integrated, mixed signal integrated circuits for personal, portable, hand-held devices, low energy short-range wireless, backlighting and LED solid-state lighting, and industrial and automotive applications worldwide. The company was incorporated in 1998 and is headquartered in Reading, the United Kingdom. As of August 30, 2021, Dialog Semiconductor Plc operates as a subsidiary of Renesas Electronics Corporation.
09/02/2021 Melfas Inc. (KOSDAQ:A096640) Develops, produces, and supplies touch controller ICs, touch screen modules, and touch key modules based on capacitive touch sensing technology in South Korea and internationally. It offers turn-key modules, semiconductor products, touch sensor chips, and wireless charger and BLE solutions in the IOT semiconductor market. The company was founded in 2000 and is headquartered in Seongnam, South Korea.
10/12/2021

Tamul Multimedia Co., Ltd

(KOSDAQ:A093640)

Designs and develops semiconductor solutions. The company offers decoders; multimedia processors; and system-on-a-chip for display audio. Tamul Multimedia Co., Ltd was founded in 1998 and is based in Seoul, South Korea.

12/02/2021 DSP Group, Inc. A fabless semiconductor company, provides wireless chipset solutions. It operates through three segments: Home, Unified Communications, and SmartVoice. DSP Group, Inc. was incorporated in 1987 and is headquartered in San Jose, California. As of December 2, 2021, DSP Group, Inc. operates as a subsidiary of Synaptics Incorporated.
01/11/2022 iCatch Technology, Inc. (TPEX:6695) Designs and sells fabless IC. The company offers automotive grade sensing camera module image signal processor for use in ADAS front cameras, intelligent rear view cameras, blind spot detection, and driver monitoring systems; and an automotive grade SoC for use in digital video recorders, and camera and driver monitoring systems. It also provides SoC for consumer imaging devices for use in digital still, action, home security, body worn, trail, 3D sensing, surveillance, and VR cameras, as well as digital video recorders, factory automation, automated stores, and home appliances. The company was founded in 2009 and is headquartered in Hsinchu, Taiwan.
02/14/2022 Xilinx, Inc. Offers integrated circuits (ICs) in the form of programmable logic devices (PLDs), such as programmable system on chips, and three dimensional ICs; adaptive compute acceleration platform; software design tools to program the PLDs; software development environments and embedded platforms; targeted reference designs; printed circuit boards; and intellectual property (IP) core licenses covering Ethernet, memory controllers, Interlaken, and peripheral component interconnect express interfaces, as well as domain-specific IP in the areas of embedded, digital signal processing and connectivity, and market-specific IP cores. Xilinx, Inc. was incorporated in 1984 and is headquartered in San Jose, California. As of February 14, 2022, Xilinx, Inc. operates as a subsidiary of Advanced Micro Devices, Inc.
03/17/2022 Champion Microelectronic Corporation (TWSE:3257) Designs, manufactures, and sells integrated power management ICs in Asia, the United States, and Europe. The company offers PFC/PWM controllers, high performance resonant controllers, high power density/high efficiency solutions, special chips, Ture No Standby solutions, gate drivers, and PFC diodes. Its products are primarily used for desktop computers, cloud servers, LED displays, and others. The company was founded in 1998 and is headquartered in Hsinchu City, Taiwan.
04/11/2022 iWIN PLUS CO.,LTD. (KOSDAQ:A123010) Offers NeoPac, a photo sensor chip scale package for application in image sensors and optical coatings, and applied marketsThe company was formerly known as POLARIS WORKS, Inc. and changed its name to iWIN PLUS CO.,LTD. in April 2022. iWIN PLUS CO.,LTD. was founded in 2003 and is headquartered in Cheongju, South Korea.
06/10/2022

JRH Microelectronics (Quzhou) Co., Ltd.

Manufactures semiconductor wafers. The company was founded in 2018 and is based in Quzhou, China. JRH Microelectronics (Quzhou) Co., Ltd. operates as a subsidiary of Hangzhou Lion Electronics Co.,Ltd.

07/05/2022 Saankhya Labs Pvt. Ltd. A fabless semiconductor company, develops demodulation products for consumer electronics and PC television (TV) markets. It provides software defined universal TV demodulator IC that enables large consumer electronics OEM/ODM's to build global TV receiver chassis. The company was founded in 2006 and is based in Bengaluru, India. As of July 5, 2022, Saankhya Labs Pvt. Ltd. operates as a subsidiary of Tejas Networks Limited.

 

 

Source: S&P Capital IQ (as of July 18th, 2022)

 

 

DCF – Background, Assumptions & Model

 

SEAL Projections / Estimates(1) Projections(2) Estimates(3)
  2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032
Revenue $16,867 $21,689 $34,851 $41,900 $49,600 $60,700 $76,400 $87,860 $101,039 $116,195 $133,624 $153,668
YoY growth   28.6% 60.7% 20.2% 18.4% 22.4% 25.9% 15.0% 15.0% 15.0% 15.0% 15.0%
                         

Cost of Sales

 

$9,848

 

$13,196

 

$18,565

 

$22,319

 

$26,421

 

$32,333

 

$40,697

 

$45,144

 

$51,916

 

$59,703

 

$68,659

 

$78,958

 

                         
Gross Profit $7,019 $8,493 $16,286 $19,581 $23,179 $28,367 $35,703 $42,716 $49,123 $56,491 $64,965 $74,710
                         
Goss Profit Margin 41.6% 39.2% 46.7% 46.7% 46.7% 46.7% 46.7% 48.6% 48.6% 48.6% 48.6% 48.6%
                         
R&D $3,050 $2,766 $4,161 $4,628 $5,026 $5,435 $5,598 $6,438 $7,403 $8,514 $9,791 $11,260
                         
S&M $4,306 $4,435 $4,786 $5,107 $5,211 $5,317 $5,477 $6,299 $7,243 $8,330 $9,579 $11,016
                         
G&A $3,362 $7,262 $9,500 $9,658 $10,271 $8,767 $8,879 $10,211 $11,742 $13,504 $15,529 $17,859
                         
Other ($91)                      
                         
Total Operating Expenses $10,627 $14,463 $18,447 $19,393 $20,508 $19,519 $19,954 $22,947 $26,389 $30,348 $34,900 $40,135
                         
Total Operating Income ($3,608) ($5,970) ($2,161) $188 $2,671 $8,848 $15,749 $19,769 $22,734 $26,144 $30,065 $34,575
                         
Non-operating expenses $493 $51                    
                         
Net Income ($3,115) ($5,919) ($2,161) $188 $2,671 $8,848 $15,749 $19,769 $22,734 $26,144 $30,065 $34,575
                         
Net Income Margins -18.5% -27.3% -6.2% 0.4% 5.4% 14.6% 20.6% 22.5% 22.5% 22.5% 22.5% 22.5%
                         

EBITDA

($3,138) 

($1,580)

($1,525)

$825 

$3,467 

$9,803 

$16,732 

$16,732 

$16,732 

$16,732 

$16,732 

$16,732 

 

(1)Financial model provided by SEAL and the Parent.

(2)Growth estimates for revenue and net income margins between 2023 – 2027 were provided by the management team of SEAL and the Parent.

(3)Growth estimates for revenue and net income margins between 2028 – 2032 were mutually decided upon by the management team of SEAL, the Parent and Newbridge Securities Corp.