Broadcom Gains Bluetooth Wireless Technology by Acquiring WIDCOMM

4/23/2004 - Broadcom Corporation (Nasdaq: BRCM), a leading provider of highly integrated semiconductor solutions enabling broadband communications, announced that it has signed a definitive agreement to acquire WIDCOMM, Inc., a privately-held, San Diego-based company that is the leading provider of software solutions for Bluetooth® wireless products. The combination of WIDCOMM's industry-leading software and Broadcom's leading Bluetooth semiconductor portfolio enables Broadcom to provide the industry's most complete and optimized system solutions. With WIDCOMM® software shipping in nearly 100 end products from more than 80 customers, the acquisition also instantly enlarges Broadcom's customer base.

Every Bluetooth device requires a software stack, and WIDCOMM's stacks have been broadly adopted within the Bluetooth industry, providing the highest level of assured interoperability. Leading systems and silicon providers rely on WIDCOMM's software to enable cable-free communications between mobile phones, headsets, handheld computers, mice and keyboards, and multiple other products. WIDCOMM boasts an extensive set of top-tier customers in the Bluetooth industry, including Dell, Hewlett-Packard, IBM, Logitech, Panasonic, Samsung and Sony, among many others. WIDCOMM's software also includes a complete suite of Bluetooth usage profiles, providing vital device-specific functionality for nearly every major Bluetooth chip vendor. With its leading position in Windows®-based as well as embedded implementations, WIDCOMM's footprint in the Bluetooth space is unmatched by any other third-party software supplier, with an estimated market share of greater than 50% of all PC Bluetooth designs, according to internal company estimates.

"The combination of Broadcom's silicon and WIDCOMM's software comprises the most extensive Bluetooth portfolio in the industry," said Joyce Putscher, Director of Convergence Research at In-Stat/MDR. "The acquisition of WIDCOMM should provide many more opportunities for adoption of Broadcom Bluetooth silicon in this rapidly growing market in which we expect to see a 60% annual growth rate for chipsets over five years."

"Through our extensive joint development work, Broadcom has gained a strong level of confidence in WIDCOMM's products and has developed an excellent working relationship with its team," said Alan E. Ross, President and CEO of Broadcom. "This strategic acquisition demonstrates Broadcom's strong commitment to our Bluetooth customers, and is intended to advance our competitive position in this lucrative market."

Broadcom is a leading supplier of semiconductor solutions for Bluetooth wireless applications and was first to market with a Bluetooth-qualified single-chip radio. The company's Blutonium® line of products includes devices for mobile phones, PCs and PDAs, as well as application-specific chips for cellular phones and wireless mouse and keyboard applications. Over the past year, WIDCOMM's software has been ported, integrated and optimized for use with Broadcom's Bluetooth chips, allowing for straightforward integration of the two companies' product lines.

"We are excited to join forces with Broadcom, and believe our combined strengths will deliver on the promise of next generation Bluetooth products. As the market for Bluetooth devices continues to experience strong growth, we will create an excellent vehicle to increase the widespread adoption of WIDCOMM's stack in the Bluetooth industry," said Bob Hunsberger, President and CEO of WIDCOMM. "We see a great opportunity to use our software in other Broadcom-based system solutions for future wireless products, such as smart phones, consumer devices, broadband gateways and digital set-top boxes."

Over the past three years WIDCOMM has also performed overall system level integration services for most of its customers, including the leading PC and PDA OEMs, as well as leading mobile phone manufacturers. This invaluable integration expertise and WIDCOMM's extensive industry experience will enhance Broadcom's ability to rapidly integrate its products into customer platforms, and achieve the quickest time to market.

"WIDCOMM has been a key contributor in the development of the award-winning diNovoTM Media DesktopTM, the MXTM900 Bluetooth® Optical Mouse, as well as other innovative Bluetooth products from Logitech," said David Henry, Senior Vice President of Logitech's Control Devices Business Unit. "Bluetooth is a strategic technology for Logitech, enabling wireless freedom as well as unique integration of mobile products with the PC. This acquisition opens new and exciting opportunities for Broadcom while allowing us to continue our use of WIDCOMM's software in current and future products."

In connection with the acquisition, Broadcom will pay a total of approximately $49.0 million in the form of shares of its Class A common stock issued or reserved for future issuance (with the number of shares to be based on the average NASDAQ National Market closing price for a specified period prior to the closing) in exchange for all outstanding shares of WIDCOMM's capital stock and other rights of WIDCOMM. Assuming an applicable average price of $40 per share, Broadcom would issue or reserve for issuance about 1.23 million shares of its Class A common stock in connection with the acquisition. Up to approximately $3.0 million of the acquisition price may be paid in cash. A portion of the total consideration paid will be subject to escrow pursuant to the terms of the acquisition agreement. The merger transaction is expected to close in Broadcom's current fiscal quarter, which ends June 30. The boards of directors of both companies have approved the merger, which awaits approval by WIDCOMM's shareholders and the satisfaction of regulatory requirements and other customary closing conditions. The transaction will not draw upon the S-3 or S-4 shelf registration statements that Broadcom filed with the Securities and Exchange Commission in February 2004. At closing, Broadcom may record a one-time charge for purchased in-process research and development expenses related to the acquisition. The amount of that charge, if any, has not yet been determined.

Founded in 1998 in San Diego, WIDCOMM is a leading global provider of Bluetooth software, systems and turnkey designs. WIDCOMM software enables wireless communications technology in the fields of automotive, computing, consumer electronics, semiconductor and telecommunications. WIDCOMM currently provides complete Windows® based Bluetooth software to the world's leading PC and PDA OEMs, as well as embedded Bluetooth software to the world's largest semiconductor and consumer device manufacturers. For more information, please visit

About Broadcom
Broadcom Corporation is a leading provider of highly integrated semiconductor solutions that enable broadband communications and networking of voice, video and data services. We design, develop and supply complete system-on-a-chip (SoC) solutions incorporating digital, analog and radio frequency (RF) technologies, as well as related hardware and software system-level applications. Our diverse product portfolio addresses every major broadband communications market and includes solutions for digital cable and satellite set-top boxes; high definition television (HDTV); cable and DSL modems and residential gateways; high-speed transmission and switching for local, metropolitan, wide area and storage networking; home and wireless networking; cellular and terrestrial wireless communications; Voice over Internet Protocol (VoIP) gateway and telephony systems; broadband network and security processors; and SystemI/OTM server solutions. These technologies and products support our core mission: Connecting everything®.

Broadcom is headquartered in Irvine, Calif., and may be contacted at 1-949-450-8700 or at

Broadcom®, the pulse logo, Connecting everything®, Blutonium®, and SystemI/OTM are trademarks of Broadcom Corporation and/or its affiliates in the United States and certain other countries. Bluetooth® is a trademark of the Bluetooth SIG. WIDCOMM® is a trademark of WIDCOMM, Inc. diNovoTM Media DesktopTM, and MXTM are trademarks of Logitech International. Windows® is a trademark of Microsoft Corporation.

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