Attached files
| file | filename |
|---|---|
| 8-K - CURRENT REPORT - AUTHENTEC INC | authentec_8k-022610.htm |
| EX-2.1 - ASSET PURCHASE AGREEMENT - AUTHENTEC INC | ex2-1.htm |
EXHIBIT
99.1
Press
Release
AuthenTec
Acquires SafeNet’s
Embedded
Security Solutions Division
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-
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Combined
company offers comprehensive range of security and identity management
solutions
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Strengthens
engagements with existing customers while broadening revenue
base
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Acquisition
is accretive in 2010 (non-GAAP) and significantly enhances
gross margins
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MELBOURNE, Fla., February 26,
2010 -- AuthenTec (NASDAQ: AUTH), a leading provider of smart
fingerprint sensors and solutions, announced today that it has acquired SafeNet,
Inc.’s Embedded Security Solutions Division in a cash and stock transaction
which further strengthens AuthenTec’s offering of security and identity
management solutions.
SafeNet’s
Embedded Security Solutions products are used in hundreds of millions
of communication and network products to ensure data privacy for businesses and
individuals, and are sold to a variety of brand name customers including HP,
Samsung, LG, Ericsson, AMD, Cisco, Alcatel-Lucent, Juniper Networks,
Nokia-Siemens and Texas Instruments among others. SafeNet’s Embedded
Security Solutions recorded embedded IP and software revenues of $15.5 million
in 2009 with gross margins exceeding 90 percent and operating income margins of
over 20 percent (the unaudited results of the business are subject to adjustment
during the audit process). AuthenTec will also become the
exclusive worldwide supplier of SafeNet’s SafeXcel security processor ICs,
representing over $3 million in incremental sales in 2009. The
deal is expected to be accretive to AuthenTec’s non-GAAP earnings in 2010, after
consideration of the Division’s deferred revenue.
Under
terms of the transaction, AuthenTec paid $8.5 million in cash and issued 1.2
million shares (valued at $2.8 million at the closing) of its common
stock. The transaction also calls for an earn-out of up to $2.5
million in cash based on the attainment of certain revenue goals for the
remainder of 2010.
“This
acquisition continues our transformation from a component supplier to a more
comprehensive source of security, identity management and touch control
solutions. The addition of SafeNet’s Embedded Security Solutions not
only significantly strengthens our offerings in our existing markets, but also
broadens our revenue base,” said AuthenTec CEO Scott Moody. “By
leveraging the expertise of the SafeNet engineering team in software
development, network security and secure communication, AuthenTec will have the
ability to offer secure end-to-end solutions, from the individual PC or cell
phone all the way to the network server in the cloud. This
acquisition also helps drive additional revenue growth while improving gross
margin and accelerating our return to profitability.”
Commenting
on the acquisition, SafeNet CEO Mark Floyd stated, “This transaction offers
compelling value to SafeNet’s existing embedded customers, allowing them the
opportunity to extend a secure environment for managing data security needs
beyond the server and network, and directly to the end-user on either a PC or
mobile device. We are extremely pleased that an industry leader such
as AuthenTec will continue to build on the success of our Embedded Security
Solutions team, and we look forward to working closely with AuthenTec as a
strategic supplier.”
AuthenTec
will benefit from the addition of SafeNet’s highly qualified Embedded Security
Solutions staff of encryption, algorithm, software and silicon design engineers
and its expansive portfolio of software, IP and hardware
products. These include SafeXcel IP Cores (i.e., protocol aware
inline security processing, security packet processing, encryption,
authentication/hashing, public key acceleration, true random number generation,
etc.), QuickSec Embedded Security toolkits, Mobile VPN and Digital Rights
Management (DRM) Fusion Solutions. It also includes the Division’s 23
U.S. patents as well as additional foreign patents, bringing AuthenTec’s U.S.
portfolio to 144 issued and pending patents.
AuthenTec
will also add SafeNet’s highly regarded security and encryption IP content and
expertise, which aligns with AuthenTec’s longer term strategy to generate its
own IP licensing revenue. These IP cores will also reduce the Company’s
planned licensed IP expenses.
The
Embedded Security Solutions’ team will continue to operate from engineering
locations in the Netherlands and Finland, while also strengthening AuthenTec’s
existing sales and support locations in Japan, Korea, Taiwan, the U.S., and
Europe. Commenting on the transaction, former SafeNet Managing
Director Dr. Simon Blake-Wilson, now AuthenTec Vice President of Embedded
Security Solutions said, “In discussions last year we realized the power of
combining the world class security technologies of SafeNet with the leading edge
biometric products being introduced by AuthenTec. Our global team is
energized and eager to pursue the unique opportunities
that AuthenTec's strong combination of biometrics and encryption will
enable.”
About
AuthenTec
AuthenTec provides security, identity
management and touch control solutions for enterprise and consumer applications.
The Company’s smart sensor products and security solutions are used in virtually
every aspect of life, from the PC on your desk to the mobile device in your hand
to the server in the cloud. AuthenTec’s newest generation of
TruePrint® smart sensors,
TrueSuite™ identity management software and TrueProtect™ embedded security
products (formerly SafeNet Embedded Security Solutions) provide developers and
users secure and convenient ways to manage today’s rapidly evolving digital
identities and security needs. For more information, visit www.authentec.com or follow us at twitter.com/authentecnews.
About
SafeNet
SafeNet
is a global leader in information security, founded more than 25 years ago. The
Company protects identities, transactions, communications, data and software
licensing through a full spectrum of encryption technologies, including
hardware, software, and chips. More than 25,000 corporate and government
customers in 100 countries including UBS, Nokia, Fujitsu, Hitachi, Bank of
America, Adobe, Cisco, Microsoft, Samsung, Texas Instruments, the U.S.
Departments of Defense and Homeland Security, the U.S. Internal Revenue Service,
trust their security needs to SafeNet. In 2007, SafeNet was
acquired by Vector Capital, a $2 billion private equity firm specializing in the
technology sector.
Forward
Looking Statements:
This
press release contains statements that may relate to expected future results and
business trends that are based upon AuthenTec’s current estimate, expectations,
and projections about the industries in which it now operates, and upon
management’s beliefs, and certain assumptions it has made that are
“forward-looking statements” as defined in the Private Securities Litigation
Reform Act of 1995. Words such as “anticipates,” “guidance,” “expects,”
“intends,” “plans,” “believes,” “seeks,” “estimates,” “may,” “will,”
“prospects,” “outlook,” “forecast,” 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.” Such statements are not
guarantees of future performance and are subject to certain risks,
uncertainties, and assumptions that are difficult to predict. Therefore, the
Company’s actual results may differ materially and adversely from those
expressed in any “forward-looking statement” as a result of various factors.
These factors include, but are not limited to: the Company’s ability to
integrate the SafeNet embedded business, the Company’s ability to operate the
acquired business profitably, demand for, and market acceptance of, new and
existing fingerprint sensors, identity management software and embedded security
products, general market and macroeconomic conditions, the Company’s ability to
secure design wins, customer design wins materializing into production programs,
the timely introduction of new products, the rate at which the Company increases
its activity and opportunities in its markets, and additional opportunities in
various markets for applications that might use AuthenTec’s
products, and changes in product mix, as well as other risks detailed from time
to time in its SEC filings, including those described in AuthenTec’s annual
report on Form 10-K filed with the SEC on March 18, 2009. These “forward-looking
statements” are made only as of the date hereof, and the Company undertakes no
obligation to update or revise the “forward-looking statements,” whether as a
result of new information, future events or otherwise.
# # #
Media
Contact:
AuthenTec
Brent
Dietz, Director of Communications
321-308-1320
brent.dietz@authentec.com
Investor
Contact:
Shelton
Group Investor Relations
Leanne K.
Sievers, Executive VP, Investor Relations
949-224-3874
lsievers@sheltongroup.com