To: ratan lal who wrote (29041 ) 11/20/1997 12:38:00 AM From: MangoBoy Respond to of 31386
[WSJ article on TXN/AMTX & WSTL] Texas Instruments to Buy Amati In $395 Million Stock Purchase By ALEJANDRO BODIPO-MEMBA Staff Reporter of THE WALL STREET JOURNAL DALLAS -- Texas Instruments Inc. said it agreed to acquire Amati Communications Corp. for $20 a share, or $395 million, outbidding Westell Technologies Inc., which had struck a deal to buy Amati. The move gives the semiconductor concern a stronger position in the growing Internet communications business and provides yet another outlet for TI's fast-growing line of digital signal-processing chips. Amati, based in San Jose, Calif., has a digital modem technology that allows telephone lines to carry audio, video and data information about 200 times faster than today's typical modems. Analysts said the combination could speed up development of faster communications equipment. "This technology will allow for a quantum leap in the bandwidth and speed at which you can download information from the Internet, video conferencing or other types of information," said Will Strauss, president of Forward Concepts Co., a Tempe, Ariz., research concern. "I would guess this will accelerate the introduction of a new product within the first half of next year." The agreement sent Amati's shares up $4.5625, or 30%, to close at $19.75 in Nasdaq Stock Market trading. In New York Stock Exchange composite trading, Texas Instruments fell 62.5 cents to close at $98, while shares of Westell rose 81.25 cents to $18.5625 on Nasdaq. TI said it will begin a tender offer for Amati's shares on Nov. 25 and close it Dec. 23. "We believe this will be a very large and fast-growing market," said George Barber, vice president for TI's semiconductor group. The two companies had been working together on developing TI chips for Amati products, and Mr. Barber said discussions during that work made it "obvious" that a more permanent relationship would benefit both parties. The bid surpasses a $394 million offer from Westell to issue 0.9 of its shares for each of Amati's 19.7 million common shares. To break that agreement, Amati must pay Westell a $14.8 million fee. TI also entered into an alliance with Westell, of Aurora, Ill., to incorporate TI's and Amati's technology into Westell's modem systems. "TI will be benefited by acquiring Amati; Amati will have an important role in TI's business, and the TI/Westell alliance will benefit our customers and the industry as a whole," said Westell's chairman and chief executive officer, Gary Seamans. In the fiscal year ended Aug. 2, 1997, Amati had sales of just $13.2 million. TI said it will take a one-time charge in the fourth quarter for in-process research and development. For the nine months ended Sept. 30, TI reported net income of $2.1 billion, or $10.52 a share, on revenue of $7.3 billion.