TowerJazz to double production with Micron fab acquisition

Tower Semiconductor Ltd, which trades under the name TowerJazz, has signed a non-binding term sheet contemplating its purchase of Micron Technology Inc's fabrication facility in Nishiwaki City, Hyogo perfecture, Japan for $140 million. The proposed purchase would nearly double TowerJazz's current internal manufacturing capacity, cost-effectively increasing production by 60,000 wafers per month. The availability of additional capacity needed to serve the growing demands of its expanding blue chip customer base, combined with the additional business potential in Japan, is expected to help position TowerJazz to achieve its expressed $1 billion annual revenue run rate by 2014.

As part of the proposed acquisition, the companies anticipate that they will sign a supply agreement for TowerJazz to manufacture products for Micron in the Japan facility for approximately the next three years. The facility can support geometries down to 95nm and can also be used to manufacture other products using TowerJazz process technologies. TowerJazz plans to quickly qualify its core power management platforms to serve the substantial growth demand from its Korean customers and then build high end RF capabilities. Increased manufacturing scale and expanded addressable market would further support TowerJazz's strategy to extend its position as the number one specialty foundry worldwide. The acquisition would be the most recent in a series of achievements TowerJazz has accomplished, including its goal of exceeding half a billion dollars in annual sales.

The total value of the proposed transaction, including assumed liabilities, is anticipated to approximate $140 million, of which $40 million would be paid in cash, approximately 20 million of Tower ordinary shares would be issued to Micron Technology or its Japanese subsidiary and the remainder is assumed long-term retirement liabilities that would be payable incrementally upon employee retirements. The parties are currently negotiating definitive agreements for the proposed transaction.

"Previously, I've had many detailed interactions with the Micron R&D and operational groups when I held a position with a semiconductor equipment manufacturer," said Russell Ellwanger, TowerJazz CEO. "Micron's culture of innovation, efficiency and absolute integrity is best-in-class, and I am confident that the acquisition of an operation that has grown through the Micron culture will be greatly accretive to TowerJazz. We are excited with the opportunity to enter into a multiyear supply agreement with Micron and see this as the first step in a long-term partnership. The acquisition of a fab in Japan would be a strategic move by TowerJazz to enter the Japanese market and strengthen our presence in the Asia-Pacific region through local, high quality manufacturing capabilities and, in addition, would provide us with needed, large scale incremental capacity."

"This proposed transaction would provide a long-term bridge toward a successful future for the Nishiwaki site," said Steve Appleton, Micron chairman and CEO. "Russell and his team have demonstrated an ability to grow the company and achieve positive financial results for shareholders. We look forward to being both a shareholder and working with them in this endeavor and beyond."

The Nishiwaki fab is Micron's only fab in Japan. It is a 200-mm facility where Micron builds specialty DRAM. The facility sustained no damage or production disruption from the March 11 earthquake in Japan, according to Micron.