San Jose, Calif. - 1 November 2002 - ParthusCeva, Inc.
("ParthusCeva") (NASDAQ: PCVA, LSE: PCV), Parthus Technologies plc
("Parthus") and DSP Group, Inc. ("DSPG") (NASDAQ: DSPG) jointly announce
that the combination of Parthus and Ceva, Inc. has closed today.
The common stock of the combined company, now called ParthusCeva, is
expected to begin trading today at 9:30 a.m., New York time (2:30 p.m.,
London time) on NASDAQ under the symbol "PCVA" and simultaneously on the
London Stock Exchange under the symbol "PCV". ParthusCeva management will
host a conference call at 8.30 a.m. New York time (1.30 p.m. London time)
today to introduce the combined company and its management. The broadcast
can be accessed by all interested parties through the Investor Relations
section of ParthusCeva's website at www.parthusceva.com.
ParthusCeva has been formed by the combination of Parthus, a leading
provider of platform-level intellectual property (IP), and Ceva, formerly
the licensing division of DSP Group, and the leading provider of
licensable DSP cores to the electronics industry. The new entity is
positioned to be the leading licensor of DSP cores and associated
ParthusCeva is in the strong position of being able to offer fully
integrated IP solutions built around the leading licensed DSP
architecture. We believe this leadership position will enable ParthusCeva
to exploit the industry trend towards the licensing of open-standard
processor architectures for the digital economy.
Kevin Fielding, CEO of ParthusCeva said:
"The launch today of
ParthusCeva reflects several key trends in our industry. Increasingly our
customers are demanding complete, fully-integrated IP solutions based on
industry-standard architectures that they can access through a licensing
model. As the leading licensor of DSP cores and the pioneer of
platform-level IP, ParthusCeva is perfectly positioned to deliver these
solutions to our worldwide customer base. We are confident that
ParthusCeva can build upon this unique position to deliver increased value
to our customers, employees, partners and shareholders."
ParthusCeva's families of DSP cores and IP platforms have been licensed
by approximately 90 electronic and semiconductor partners' worldwide,
including nine of the world's top ten semiconductor manufacturers.
DSP (Digital Signal Processing) expertise is central to the increasing
consumer adoption of digital-based communications and entertainment
devices. DSP cores are the key 'processing engines' for high-growth
applications including wireless communications, mobile computing, consumer
entertainment and computer networking.
Gideon Wertheizer, ParthusCeva Executive VP and CTO commented:
semiconductor industry is moving rapidly towards system-on-a-chip (SoC)
solutions incorporating fully proven, industry-standard third-party IP.
ParthusCeva's broad offerings in DSP, wireless and mixed-signal
technologies, along with the track records of Parthus and Ceva and our
scale and financial stability allow us to further expand in the growing IP
ParthusCeva is headquartered in San Jose, with principal offices in
Dublin, Ireland and Herzelia, Israel. ParthusCeva focuses on three
principal product and technology areas: DSP and Application Processing IP;
Mixed-Signal and Wireline Communications IP; and Wireless Communications
IP. The company will maintain three principal development locations in
Ireland, Israel and the United Kingdom and a global sales infrastructure
to serve a world-wide customer base.
ParthusCeva Intellectual Property Portfolio
ParthusCeva develops and markets its integrated portfolio of
open-licensable IP in three distinct areas; DSP cores; SoC sub-systems and
application-specific platform IP. The company's proven IP portfolio is
critical in overcoming the silicon design productivity challenge of our
1) SmartCores™ Programmable DSP Cores - ParthusCeva is the leading
licensor of DSP cores with 69% market share in 2001 (Gartner -Dataquest:
April 2002). SmartCores is a family of low power cost-effective DSP cores
targeted at high-volume wireless, multimedia, computing and
telecommunication markets. SmartCores comprise five distinct product
offerings - PalmDSPCore, Teak, TeakLite, PineDSPCore, OakDSPCore, and the
recently introduced CedarDSPCore. All are soft cores and thus can be
manufactured at any foundry and are all complemented by a full set of
development tools and software from third party developers.
2) System-on-a-Chip Sub-Systems - ParthusCeva's SoC is a
pre-integrated, DSP core-based subsystem platform incorporating a large
set of system interface peripheral components, together with a full set of
software and hardware development tools. Seamlessly interfacing with any
Central Processing Unit (CPU), ParthusCeva's SoC significantly lowers the
complexity, cost of development, and time-to-market for SoC designs.
3) Application-specific Platforms: ParthusCeva application-specific
platforms consist of full, verified IP system-solutions in both hardware
and software, pre-integrated with other industry-standard processors
(typically ARM's CPU). ParthusCeva's comprehensive platform-IP targets two
key market segments:
· Communication Platforms - Bluetooth, 802.11a/b/g, 2.5G, 3G and
Multi-Gigabit serial comms.
· Consumer Electronic platforms - GPS, digital audio, Smartphone,
PDA, and VoIP.
Holders of record of DSPG common stock as of 5 p.m. New York time on
October 31, 2002 (the "record time") will receive one share of ParthusCeva
common stock for every three shares of DSPG common stock held at the
record time. Holders of record of Parthus ordinary shares as of the record
time will receive 0.015141 share of ParthusCeva common stock, as well as a
capital repayment of $0.100894 (approximately GB£0.064 or EUR 0.10), per
Parthus ordinary share held at the record time. Holders of record of
Parthus American Depositary Shares ("ADSs") (each representing 10 ordinary
shares of Parthus) as of the record time will receive 0.151410 share of
ParthusCeva common stock, as well as a capital repayment of $1.08940, per
Parthus ADS held at the record time. The common stock of ParthusCeva and
the capital repayment to former Parthus shareholders and ADS holders will
be credited to shareholders' electronic trading accounts or mailed to
holders of certificated securities as quickly as possible following the
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Safe Harbor Statement
This document contains "forward-looking statements", which
are subject to certain risks and uncertainties that could cause actual
results to differ materially from those stated. Any statements that are
not statements of historical fact (including, without limitation,
statements to the effect that the company or its management "believes,"
"expects," "anticipates," "plans" and similar expressions) should be
considered forward-looking statements. Important factors that could cause
actual results to differ from those indicated by such forward-looking
statements include uncertainties relating to the ability of management to
successfully integrate the operations of Parthus and Ceva, uncertainties
relating to the acceptance of our DSP cores and semiconductor intellectual
property offerings, continuing or worsening weakness in our markets and
those of our customers, quarterly variations in our results, and other
uncertainties that are discussed in the registration statement on Form S-1
of ParthusCeva (formerly called Ceva, Inc.), on file with the U.S.
Securities and Exchange Commission.