SUNNYVALE, Calif.--(BUSINESS WIRE)--
Rambus Inc. (NASDAQ: RMBS), one of the world's premier technology
licensing companies, today announced the closing of its acquisition of
Cryptography Research, Inc. (CRI), a leading semiconductor security R&D
and licensing company. The acquisition expands the breadth of Rambus'
breakthrough technologies available for licensing with patented
innovations and solutions for content protection, network security,
anti-counterfeiting and financial services. Nearly all of CRI's
employees have joined Rambus following the close of the acquisition and
will continue operations at CRI's San Francisco, CA office. Rambus
announced the definitive agreement to acquire CRI on May 12, 2011.
"CRI's technology is critical to securing a broad spectrum of electronic
systems against piracy or unauthorized access which is of growing
strategic importance in our increasingly connected world," said Harold
Hughes, president and chief executive officer at Rambus. "Harnessing the
power of our world-class innovation and licensing platform, the addition
of CRI to our semiconductor, and lighting and display businesses, will
contribute significantly to accelerating our revenue growth."
Over five billion semiconductor products secured by CRI's technology are
made under license annually. Key technologies developed by CRI include
differential power analysis (DPA) countermeasures. DPA attacks involve
monitoring the fluctuating electrical power consumption of a target
device and then using advanced statistical methods to derive
cryptographic keys and other secrets. With CRI's DPA countermeasures,
electronic systems and security devices, such as smart cards, are
protected from DPA attacks.
In addition, CRI offers anti-piracy and anti-counterfeiting solutions
including CryptoFirewall™ technology. The CryptoFirewall core is a
separate, on-chip, hardware-based security block that protects
cryptographic keys and computations from attack. CryptoFirewall
solutions can be used across a broad spectrum of applications including
Pay TV security and counterfeit protection of products such as printer
consumables.
Internationally renowned cryptographer Paul Kocher, and his team of
engineers and scientists at CRI, have joined Rambus to continue to
innovate in the vital area of semiconductor and system security. Mr.
Kocher will serve as SVP and president of Cryptography Research,
reporting to Martin Scott, SVP and general manager of the New Business
Group at Rambus. Rambus intends to support CRI's current licensees, as
well as continuing to invest in CRI to deliver the full benefit of
Rambus' world-class innovation and licensing platform.
The acquisition of CRI is for $167.5 million in cash, approximately 6.4
million newly issued shares of Rambus stock, and $50 million payable to
CRI employees in cash or stock over three years. While the accounting
for the transaction is not yet finalized, Rambus estimates that on a
non-GAAP basis, this acquisition will be accretive to earnings per share
in fiscal 2013.
Additional information on Cryptography Research can be found at: www.cryptography.com.
About Rambus Inc.
Founded in 1990, Rambus is one of the world's premier technology
licensing companies. As a company of inventors, Rambus focuses on the
development of technologies that enrich the end-user experience of
electronic systems. Its breakthrough innovations and solutions help
industry-leading companies bring superior products to market. Rambus
licenses both its world-class patent portfolio, as well as its family of
leadership and industry-standard solutions. Headquartered in Sunnyvale,
California, Rambus has regional offices in North Carolina, Ohio, India,
Germany, Japan, Korea, and Taiwan. Additional information is available
at www.rambus.com.
Forward Looking Statements
This press release contains forward-looking statements related to
Rambus, CRI, and the potential benefits of the acquisition. Actual
events or results may differ materially from those contained in the
forward-looking statements. Please refer to the documents Rambus files
from time to time with the SEC, including Rambus' most recent Form 10-K
and Form 10-Q, as well as Rambus' future filings. These SEC filings
contain and identify important factors that could cause results of the
acquisition and related transactions to differ materially from those
contained in Rambus' forward-looking statements. Although Rambus
believes that the expectations reflected in the forward-looking
statements are reasonable, Rambus cannot guarantee future results,
levels of activity, performance, or achievements. Rambus is under no
duty to update any of the forward-looking statements after the date of
this press release to conform to actual results.
RMBSTN
Rambus Public Relations
Linda Ashmore, 408-462-8411 (Press)
lashmore@rambus.com
Source: Rambus Inc.
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