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EXHIBIT 99.1
NEWS RELEASE
BROADCOM MEDIA CONTACTS
Bill Blanning
Eileen Algaze
Corporate Communications
949-450-8700
[email protected]
[email protected]
BROADCOM FINANCIAL ANALYST CONTACTS
William J. Ruehle
Vice President and Chief Financial Officer
949-450-8700
[email protected]
BROADCOM COMPLETES ACQUISITION OF
ELEMENT 14
IRVINE, Calif. and CAMBRIDGE, UK - November 24, 2000 - Broadcom Corporation
(Nasdaq: BRCM), the leading provider of highly integrated silicon solutions that
enable broadband digital transmission of voice, video, and data, today announced
that it has completed the acquisition of Element 14, Inc.
Element 14, based in Cambridge, UK, is a leading developer of high-port density,
low-power digital subscriber line (DSL) chipsets, software and communications
processor technology.
In connection with the acquisition, Broadcom issued an aggregate of 1,792,448
shares of its Class A common stock in exchange for all outstanding shares of
Element 14 preferred and common stock and reserved 947,534 additional shares of
its Class A common stock for issuance upon exercise of outstanding employee
stock options and other rights of Element 14. The share issuances were exempt
from registration pursuant to section 3(a)(10) of the Securities Act of 1933, as
amended. Portions of the shares will be held in escrow pursuant to the terms of
the acquisition agreement. The merger transaction will be accounted for under
the purchase method of accounting. Broadcom expects to record a one-time charge
for purchased in-process research and development expenses related to the
acquisition in its fourth fiscal quarter (ending December 31).
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ABOUT BROADCOM
Broadcom Corporation is the leading provider of integrated circuits enabling
broadband communications, highly integrated silicon solutions that enable
broadband digital transmission of voice, video, and data. Using proprietary
technologies and advanced design methodologies, the company designs, develops
and supplies integrated circuits for a number of the most significant broadband
communications markets, including the markets for cable set-top boxes, cable
modems, high-speed local, metropolitan and wide area networks, home networking,
Voice over Internet Protocol (VoIP), carrier access, residential broadband
gateways, direct broadcast satellite and terrestrial digital broadcast, optical
networking, digital subscriber lines (xDSL) and wireless communications.
Broadcom is headquartered in Irvine, Calif., and may be contacted at
949-450-8700 or at www.broadcom.com.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995:
This release may contain forward-looking statements based on our current
expectations, estimates and projections about our industry, management's
beliefs, and certain assumptions made by us. Words such as "anticipates,"
"expects," "intends," "plans," "believes," "seeks," "estimates," "may," "will"
and variations of these words or similar expressions are intended to identify
forward-looking statements. In addition, any statements that refer to
expectations, projections or other characterizations of future events or
circumstances, including any underlying assumptions, are forward-looking
statements. These statements are not guarantees of future performance and are
subject to certain risks, uncertainties and assumptions that are difficult to
predict. Therefore, our actual results could differ materially and adversely
from those expressed in any forward-looking statements as a result of various
factors.
Important factors that may cause such a difference for Broadcom in connection
with the acquisition of Element 14, Inc. include, but are not limited to, the
risks inherent in acquisitions of technologies and businesses, including the
timing and successful completion of technology and product development through
volume production, integration issues, costs and unanticipated expenditures,
changing relationships with customers, suppliers and strategic partners,
potential contractual, intellectual property or employment issues, accounting
treatment and charges, and the risks that the acquisition cannot be completed
successfully or that anticipated benefits are not realized; the rate at which
present and future customers and end-users adopt Broadcom's technologies and
products in the markets for digital subscriber line products; delays in the
adoption and acceptance of industry standards in the foregoing markets; the
timing of customer-industry qualification and certification of our products and
the risks of non-qualification or non-certification; the timing, rescheduling or
cancellation of significant customer orders; the loss of a key customer; the
volume of our product sales and pricing concessions on volume sales; silicon
wafer pricing and the availability of foundry and assembly capacity and raw
materials; the qualification, availability and pricing of competing products and
technologies and the resulting effects on sales and pricing of our products;
intellectual property disputes and customer indemnification claims; fluctuations
in the manufacturing yields of our third party semiconductor foundries and other
problems or delays in the fabrication, assembly, testing or delivery of our
products; our
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ability to specify, develop or acquire, complete, introduce, market and
transition to volume production new products and technologies in a timely
manner; the effects of new and emerging technologies; the effectiveness of our
product cost reduction efforts; the risks of producing products with new
suppliers and at new fabrication and assembly facilities; problems or delays
that we may face in shifting our products to smaller geometry process
technologies and in achieving higher levels of design integration; the risks and
uncertainties associated with our international operations; our ability to
retain and hire key executives, technical personnel and other employees in the
numbers, with the capabilities, and at the compensation levels needed to
implement our business and product plans; changes in our product or customer
mix; the quality of our products and any remediation costs; the effects of
natural disasters and other events beyond our control; the level of orders
received that can be shipped in a fiscal quarter; general economic conditions
and specific conditions in the markets we address; and other factors.
Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, recent Current
Reports on Forms 8-K and 8-K/A, and other Securities and Exchange Commission
filings discuss some of the important risk factors that may affect our business,
results of operations and financial condition. We undertake no obligation to
revise or update publicly any forward-looking statements for any reason.
Broadcom(R), Element 14 and the pulse logo are trademarks of Broadcom
Corporation and/or its affiliates in the United States and certain other
countries. All other trademarks mentioned are the property of their respective
owners.
