Himax Agrees to Acquire Wisepal Technologies
29 August 2006 - 8:00PM
PR Newswire (US)
Transaction Valued at Approximately US$50 Million Bolsters Himax's
Position in Small and Medium Display Driver Market TAINAN, Taiwan,
Aug. 29 /PRNewswire-FirstCall/ -- Himax Technologies, Inc. ("Himax"
or "Company") (NASDAQ:HIMX) today announced that the Company's
Board of Directors has approved a letter of intent ("Letter of
Intent") to acquire privately-held Wisepal Technologies, Inc.
("Wisepal") by way of a share exchange at the exchange ratio of
five (5) Wisepal shares for one (1) ordinary share of the Company
and five (5) Wisepal Employee Stock Options ("ESOs") for one (1)
Restricted Share Unit ("RSU") of the Company. Himax expects to
issue 6,406,800 ordinary shares in exchange for 32,034,000
outstanding Wisepal shares and 480,200 RSUs in exchange for
2,401,000 outstanding Wisepal ESOs, resulting in a total share
dilution of 3.44% based on 200,367,637 fully diluted outstanding
shares of the Company as of June 30th, 2006. Based on closing price
of Himax shares as of August 28th, 2006, the purchase price is
valued at approximately US$50 million. While the Letter of Intent
has been approved by the respective Boards of Directors of both
Wisepal and Himax, the transaction is subject to regulatory and
other approvals and customary closing conditions. If and when all
approvals and closing conditions have been met, Himax expects that
the acquisition will close during the fourth quarter of this year.
Established by the Compal Group, Wisepal is a display driver IC
company focused on small- and medium-sized applications. Wisepal
primarily supplies to TPO Displays Corp., whose customers supply to
global tier-one handset manufacturers. Himax expects that acquiring
Wisepal will allow Himax to diversify its product portfolio with
more exposure towards small- and medium-size products. The
acquisition will further strengthen Himax's competitiveness in the
display driver market with the addition of technology resources.
The Compal Group consists of, among others, Compal Communications,
one of the world's largest handset manufacturers; Compal
Electronics, the second largest notebook manufacturers in the
world; and TPO Displays Corp. ("TPO"), the latter two companies
being the two largest shareholders of Wisepal. TPO, created in June
2006 through the merger of LTPS panel manufacturer Toppoly and the
Mobile Display Systems business of Philips, is one of the world's
leading small and medium TFT-LCD panel suppliers for a number of
tier-one mobile display vendors. With demonstrated close ties to
the tier-one mobile application supply chain, Wisepal is expected
to contribute sustainable customer relationships and increased
business opportunities. Jordan Wu, President and Chief Executive
Officer of Himax, commented, "The business model of Wisepal is a
compelling fit for us, and we expect the combination will further
bolster Himax's position as one of world's leading display driver
companies. This merger with Wisepal will help Himax further
diversify its product and customer base. Importantly, both
companies share a similar commitment to technology development,
customer service, and employees. The addition of the Wisepal
management team and another 50 engineers will help support Himax's
increased design-in projects. Finally, we expect to gain operating
leverage through our increased size and scale, allowing us to lower
costs and benefit from resource sharing." Ray Chen, President and
CEO of Compal Electronics and Chairman of Compal Communications,
Wisepal and TPO, commented, "TPO has established a strong business
built on its commitment to innovative products and high quality
display solutions. Through this merger with Himax, our company,
customers and employees will benefit from the increased size and
scale of operations, greater leverage in terms of sales and
marketing and R&D capabilities, and cost synergies of the
combined company. We remain focused on further establishing
ourselves as a leader in the small- and medium-sized panel market
with sustainable competitive advantage." About Himax Technologies,
Inc. Himax Technologies, Inc. designs, develops, and markets
semiconductors that are critical components of flat panel displays.
The Company's principal products are display drivers for
large-sized TFT-LCD panels, which are used in desktop monitors,
notebook computers and televisions, and display drivers for small-
and medium-sized TFT-LCD panels, which are used in mobile handsets
and consumer electronics products such as digital cameras, mobile
gaming devices and car navigation displays. In addition, the
Company is expanding its product offering to include LCD TV chipset
solutions and LCOS microdisplays. Based in Tainan, Taiwan, the
Company has regional offices in Hsinchu and Taipei, Taiwan; Suzhou
and Shenzhen, China; Yokohama, Japan and Anyangsi Kyungkido, South
Korea. About Wisepal Technologies, Inc. Wisepal Technologies, Inc.
is a fabless IC design company specializing in LCD Driver ICs for
small- and medium-sized panels. Founded on August 26, 2004, in
Taiwan's Chunan Science Park, Wisepal's aim is to become the
"preferred ASIC Partner" of leading TFT-LCD and 3C manufacturers.
The company's veteran design team leverages core competencies in
low power IC design and critical mixed signal design. Wisepal
Technologies is an affiliate company of Compal Electronics and TPO
Displays Corp. of Taiwan. TPO is one of the world's leading small
and medium panel suppliers. Contacts: For Himax Max Chan Chief
Financial Officer Himax Technologies, Inc. +886-2-3393-0877 Ext.
22300 Jackson Ko Investor Relations Himax Technologies, Inc.
+886-2-3393-0877 Ext. 22240 In the U.S. David Pasquale The Ruth
Group 646-536-7006 For Wisepal and TPO: Wilma Wei Chief Financial
Officer Wisepal Technologies, Inc. / TPO Displays Corp.
+886-37-586-393 Sharon Ning Investor Relations Wisepal
Technologies, Inc. / TPO Displays Corp. +886-37-586-393
Forward-looking Statements: Certain statements in this press
release, including statements regarding expected future financial
results and industry growth, are forward-looking statements that
involve a number of risks and uncertainties that could cause actual
events or results to differ materially from those described in this
press release. Factors that could cause actual results to differ
include general business and economic conditions and the state of
the consumer electronics and semiconductor industry; level of
competition; demand for end- use applications products; reliance on
a small group of principal customers; continued success in
technological innovations; development of alternative flat panel
display technologies; ability to develop and protect our
intellectual property; pricing pressures including declines in
average selling prices; changes in customer order patterns;
shortages in supply of key components; changes in environmental
laws and regulations; exchange rate fluctuations; regulatory
approvals for further investments in our subsidiaries; and other
risks described from time to time in the Company's SEC filings,
including its Form F-1 dated March 13, 2006, as amended. We
undertake no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events, or otherwise. DATASOURCE: Himax Technologies, Inc.
CONTACT: Max Chan, Chief Financial Officer, +886-2-3393-0877 Ext.
22300, , or Jackson Ko, Investor Relations, +886-2-3393-0877 Ext.
22240, , both of Himax Technologies, Inc.; or In the U.S., David
Pasquale of The Ruth Group, +1-646-536-7006, ; or Wilma Wei, Chief
Financial Officer, +886-37-586-393, , or Sharon Ning, Investor
Relations, +886-37-586-393, , both for Wisepal and TPO Web site:
http://himax.com.tw/
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