GigOptix to Merge with RF Electronics Maker

Electronic and electro-optic components provider GigOptix Inc. has signed a definitive merger agreement to acquire Endwave Corp., a provider of radio-frequency (RF) solutions and semiconductor products for the wireless mobile backhaul and satellite communications, electronic instruments, and defense and security markets.

Retaining the name GigOptix Inc., the merger will allow the companies to provide high-speed products in both wireless mobile backhaul and optical networks.

The companies estimate that, after closing expenses and severance, GigOptix will have $16 million in cash on hand and will see operational cost savings from the merger throughout 2011, reaching about $1 million per quarter in 2012.

Other merger highlights include strengthening the company’s 40-, 100- and next-generation 400 G surface mount technology packaging capabilities, its integrated circuit design capabilities in GaAs and SiGE manufacturing processes, and its high-speed design capabilities in point-to-point radio and optical networks.

All outstanding shares of Endwave common stock and its outstanding in-the-money stock options will be converted into shares of GigOptix common stock, such that immediately after the merger, the shares will represent approximately 42.5 percent of all outstanding GigOptix common stock. It is estimated that there will be approximately 9.1 million shares of GigOptix common stock to be issued to holders of Endwave common stock, stock options and registered stock units. The number of shares is based on both companies’ outstanding stock as of Jan. 31, 2011.

The transaction is subject to customary closing conditions and regulatory approvals. The acquisition is expected to close in the second quarter of this year.

For more information, visit: www.gigoptix.com