Verisity to Acquire Axis Systems; Acquisition Will Extend Verification Process Automation -VPA- Solution to Pursue Billion Dollar Verification Market
MOUNTAIN VIEW, Calif. & SUNNYVALE, Calif.—(BUSINESS WIRE)—Dec. 11, 2003—
Verisity Ltd. (Nasdaq:VRST), the leading supplier of
Verification Process Automation (VPA) solutions, and Axis Systems,
Inc. today announced a definitive agreement for Verisity to acquire
Axis. Axis, a privately-held company, offers a unique,
third-generation simulation technology that combines all languages and
required engines for hardware, embedded software and system-level
verification. The acquisition will enable Verisity to create a
comprehensive and highly differentiated VPA platform to exploit
multiple discontinuities in the rapidly changing functional
verification market. According to Gartner Dataquest, this market is
expected to grow beyond $1 billion in the next few years.
"This significant acquisition will expand our breadth of offerings
and greatly expand our market," said Moshe Gavrielov, chief executive
officer for Verisity. "Axis brings unique world-class technology, and
together we will create the only company that is capable of providing
a total VPA platform that will take projects from specification to
verification closure. Customers need solutions that deliver process
productivity, predictability and quality of results. This requires
significantly more than just engines and languages. The VPA Platform,
combining Verisity and Axis' technology, is the compelling answer to
these requirements."
"We are excited to join forces with Verisity for their technology
and clear leadership in verification," said Mike Tsai, president and
chief executive officer for Axis Systems. "This is clearly a market
discontinuity we are addressing, driven by hardware-software SoC
designs that require a new level of intelligence via process
automation, and a new level of easily accessible and scalable
verification performance. The combination of Verisity and Axis'
technology will create the only company capable of meeting the growing
verification challenges of nanometer designs."
Under the terms of the agreement, Verisity will acquire Axis for
approximately $80 million in cash and stock, with the stock portion
representing less than 20 percent of Verisity's outstanding shares.
Axis' audited revenue for the fiscal year that ended July 31, 2003
exceeded $20 million and Axis currently employs about 90 people
worldwide. Verisity expects the transaction to close in the first
quarter of 2004. The transaction is subject to termination of a 30-day
waiting period under the Hart-Scott-Rodino Anti-Trust Improvements,
and other customary closing conditions. Mike Tsai will become
executive vice president and general manager of the platform division
reporting directly to Moshe Gavrielov.
Verisity plans to hold a webcast today at 2:30 pm Pacific time to
discuss this agreement. A live webcast of the call will be available
on Verisity's Web site at http://www.verisity.com. Following
completion of the call, a rebroadcast of the webcast will be available
at http://www.verisity.com through midnight December 12, 2003. For
those without access to the Internet, a replay of the call will be
available from 5:30 p.m. Pacific time on December 11, 2003 through
12:00 a.m. Pacific time December 12, 2003. To listen to a replay, call
(719) 457-0820, access code 316098.
About Verisity
Verisity, Ltd. (Nasdaq:VRST), is the leading supplier of process
automation solutions for the functional verification market. The
company addresses customers' critical business issues with its
market-leading software and intellectual property (IP) that
effectively and efficiently verify the design of electronic systems
and complex integrated circuits for the communications, computing, and
consumer electronics global markets. Verisity's VPA solutions enable
projects to move from executable verification plans to module, unit,
and chip/system level 'total coverage' and verification closure, while
maximizing productivity, product quality, and predictability of
schedules. The company's strong market presence is driven by its
proven technology, methodology and solid strategic partnerships and
programs. Verisity's customer list includes leading companies in all
strategic technology sectors. Verisity is a global organization with
offices throughout Asia, Europe, and North America. Verisity's
principal executive offices are located in Mountain View, California,
with its principal research and development offices located in Rosh
Ha'ain, Israel. For more information, visit www.verisity.com.
About Axis Systems, Inc.
Axis Systems, Inc., offers high-performance verification systems
for the hardware and software development of complex electronic system
and system-on-a-chip designs. Axis' products help increase confidence
in new designs, improve overall verification productivity and shorten
time to market. On a single system and with one design database, Axis'
patented ReConfigurable Computing (RCC) technology provides software
simulation, accelerated simulation, system emulation and
hardware/software co-verification. Customers include the world's
leading graphics, networking, multimedia, and processor companies.
Axis is headquartered at 209 E. Java Drive, Sunnyvale, CA 94089. To
learn more about Axis, visit www.AxisSystems.com.
Forward-Looking Statements
To the extent statements contained herein are not purely
historical, they are forward-looking statements. These statements
involve a number of risks, uncertainties and other factors that could
cause actual results to differ materially, as discussed in the
company's filings with the Securities and Exchange Commission. Words
such as "anticipate," "estimate," "expects," "projects," "intends,"
"plans," "believes" and words and terms of similar substance used in
connection with any discussion of future operating or financial
performance identify forward-looking statements. All forward-looking
statements represent only management's present expectations of future
events and are subject to a number of factors and uncertainties that
could cause actual results or performance to differ materially from
those described in the forward-looking statements. In particular,
these include the company's ability to close this transaction in the
time projected, or at all, the anticipated benefits to Verisity
resulting from the transaction, the ability of Verisity to integrate
its existing products with Axis' products in an efficient and
effective manner, potential future revenue opportunities to Verisity,
Verisity's ability to integrate and retain Axis' employees, Verisity's
ability to retain Axis' current customers, predict customer demand due
to the continued economic and geopolitical uncertainty and the related
effects on customers' budgets, maintain market leadership position,
and predict the timing of significant orders. Verisity Ltd. is not
under any obligation, and expressly disclaims any obligation, to
update or alter any forward-looking statements, whether as a result of
new information, future events or otherwise.
Verisity and the Verisity logo are either registered trademarks or
trademarks of Verisity Design, Inc. in the United States and/or other
jurisdictions. All other trademarks are the property of their
respective holders.
Contact:
Verisity Design, Inc.
Jennifer Bilsey, 650-934-6823
jen@verisity.com
or
Axis Systems
Lori Kate Calise, 408-716-1554
LK@AxisSystems.com
