Exhibit 99.1

Lattice Semiconductor Corporation (“Lattice” or the “Company”) is a leader in low power, small form factor, low cost programmable logic devices serving primarily the consumer, industrial and communications end markets. For the 2014 fiscal year ended (“FYE”) Lattice generated Revenue and Adjusted EBITDA of $366.1 million and $77.3 million, respectively. As of February 17, 2015, Lattice had a market capitalization of $732.6 million. Adjusted EBITDA is defined and reconciled in Section 8.

Silicon Image, Inc. (“Silicon Image”) is a leading provider of multimedia connectivity solutions and services for mobile, consumer electronics and PC markets. For FYE December 31, 2014, Silicon Image generated Revenue and Adjusted EBITDA of $258.1 million and $34.9 million, respectively.

Transaction Overview

On January 27, 2015, Lattice signed a definitive agreement to acquire Silicon Image for approximately $600 million. Acquisition of Silicon Image will allow Lattice to increase scale, capture increased lifetime revenues, diversify end markets and customer base, broaden market opportunities and realize significant synergies. The combined company generated 2014 Pro Forma (“PF”) FYE Revenue of $624.2 million and Adjusted EBITDA of $148.8 million (inclusive of approximately $36.6 million of estimated pro forma synergies).

To finance the acquisition, Jefferies Finance LLC, along with HSBC Securities (USA) Inc., committed $350 million of financing to arrange and syndicate a $350 million Senior Secured Term Loan (the “Term Loan”). The remainder of the sources of funds will come from existing balance sheet cash from Lattice and Silicon Image. Pro forma for the Transaction, Total and Net Debt to 2014 FYE December 31, 2014 Pro Forma Adjusted EBITDA of $148.8 million will be approximately 2.4x and 1.4x, respectively.

Sources & Uses of Funds, Pro Forma Capitalization and Credit Statistics [table conformed]

($Millions)

 

Sources

Sources

   Amount  

New Senior Secured Term Loan

   $ 350.0   

Cash From Balance Sheet

     279.8   
  

 

 

 

Total Sources of Funds

$ 629.8   
  

 

 

 
Pro Forma Capitalization
     Pro Forma  
     FYE 2014  

Cash and Cash Equivalents

   $ 139.4   
  

 

 

 

Indebtedness

New Senior Secured Term Loan

$ 350.0   
  

 

 

 

Total Debt

$ 350.0   

Market Capitalization (2)

$ 732.6   

Equity / Total Capitalization

  67.7

    

 

Uses

Uses

   Amount  

Silicon Image Equity Purchase Price (1)

   $ 602.0   

Advisory Fees and Expenses

     16.4   

Financing Fees, Expenses and OID

     11.4   
  

 

 

 

Total Uses of Funds

$ 629.8   
  

 

 

 
Pro Forma Credit Statistics
     Pro Forma  
     FYE 2014  

Total Debt

   $ 350.0   

Cash and Cash Equivalents

     139.4  
  

 

 

 

Net Debt

$ 210.6   

Pro Forma Adjusted EBITDA

$ 148.8   

Cash Interest Expense

$ 17.5   

Net Debt / Pro Forma Adjusted EBITDA

  1.4x   

Total Debt / Pro Forma Adjusted EBITDA

  2.4x   

Pro Forma Adjusted EBITDA / Cash Interest Expense

  8.5x   
 

 

(1) Silicon Image Equity Purchase Price based on a per share purchase price of $7.30 and 82.6 million fully diluted shares outstanding.
(2) As of February 17, 2015; based on a per share price of $6.03 and 121.5 million fully diluted shares outstanding.

 

LOGO

21


The following information was filed by Lattice Semiconductor Corp (LSCC) on Wednesday, February 18, 2015 as an 8K 2.02 statement, which is an earnings press release pertaining to results of operations and financial condition. It may be helpful to assess the quality of management by comparing the information in the press release to the information in the accompanying 10-K Annual Report statement of earnings and operation as management may choose to highlight particular information in the press release.

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