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DSP Group is to spin off its IP licensing group, Ceva, and its shareholders will own just over 50 percent of the new combined company. In exchange for their outstanding shares, Parthus shareholders will receive ParthusCeva stock representing 49.9 percent of the combined company.
Parthus said that its shareholders are also expected to share a USD60 million capital repayment and a USD100,000 payment.
Parthus employees will constitute some 360 of the 400-person workforce of ParthusCeva. The company will be headquartered in San Jose but there was no indication from Parthus on Friday morning that the Irish office would be phased out.
"The Irish office is extremely prominent in the overall scheme of things," a spokesman for Parthus said. "The principal office and management will remain in Ireland and Israel; San Jose is relevant from an R&D and a customer standpoint."
Parthus is a prominent designer and licensor of semiconductor designs for markets including mobile phone and handheld computer makers. The Ceva business of DSP group is a supplier of digital signal processing cores to the semiconductor industry and the mobile phone market.
Eli Ayalon, currently chairman and CEO of DSPG, becomes chairman of ParthusCeva, and Parthus CEO Brian Long becomes vice-chairman. Parthus president Kevin Fielding becomes CEO and a board member of the new combined company. Parthus CFO Elaine Coughlan remains as CFO of ParthusCeva.
The merger, which is subject to regulatory and shareholder approval, is expected to be complete at the end of the third quarter of 2002.
Combined the companies are expected to have revenues of more than USD66 million and an overall valuation of USD500 million, the spokesman said.
If the merger is approved, Parthus will de-list its own shares from the Nasdaq and the London Stock Exchange and ParthusCeva will seek a listing on both markets.
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