Symmetricom to Acquire Agilent Technologies' Frequency and Time Standards Product Line
The acquisition enhances technology leadership in high-precision timing with acquisition of Agilent's Cesium Frequency Standards.
SAN JOSE and PALO ALTO, CALIF. (PRWEB via PR Web Direct) June 24, 2005 —
Symmetricom, Inc. (NASDAQ: SYMM), a worldwide leader in precise time and frequency products and services, and Agilent
Technologies Inc. (NYSE: A) today announced that they have entered into a
definitive agreement pursuant to which Symmetricom would purchase Agilent’s
Frequency and Time Standards product line. Under the terms of the proposed
transaction, Symmetricom will pay approximately $8.0 million in cash. The
acquisition is expected to close in several weeks.
Agilent’s Frequency and Time Standards product line includes the 5071A
Primary Frequency Standard, one of the highest-performing commercial cesium
standards available for timekeeping. The cesium clock, accurate
to one second every 162,000 years, is used in government laboratories worldwide.
Customers include national time authorities and measurement institutes, such as
the U.S. Naval Observatory and the world’s time authority, BIPM, in France (BIPM
provides the internationally recognized definition of a second of time). The
U.S. government also uses Agilent’s precision timing instruments for satellite
communication ground stations and precision navigation.
“The acquisition
of Agilent’s cesium products strengthens our technology leadership in
high-precision timing,” said Thomas Steipp, chief executive officer of
Symmetricom. “Having the high-performance products and expertise will allow us
to leverage our R&D investments in cesium for the benefit of both Agilent
and Symmetricom customers. We are committed to further advancing cesium atomic oscillator
technology to serve our customers’ full range of requirements for precise time
and frequency.”
“For more than 40 years, scientists and technicians
around the world have trusted Agilent’s atomic cesium clocks, and we believe
that they are the most precise cesium-based timing tools commercially
available,” said Bob Burns, vice president and general manager of Agilent’s
Nanotechnology Measurement Division. “As Agilent focuses on new market areas, we
are pleased to transition this important world-leading and historic product line
to Symmetricom, where our customers will find continuity with a company that
understands their needs and can provide them with strong worldwide
support.”
Burns added that Agilent and Symmetricom are working closely to
ensure a smooth transition for the product line’s customers and
employees.
Cesium standards are mission-critical frequency references
used in government timekeeping, communications and satellite applications, and
aerospace and telecommunications networks worldwide. Agilent (then part of
Hewlett-Packard Company) pioneered the cesium standard in 1964 and has
historically addressed the high-performance end of the market, including
timekeeping for the United States as well as for official time authorities and
measurement institutes throughout the world.
Symmetricom pioneered the
use of cesium atomic clocks on board the Global Positioning System
satellites, enabling full operational capability of GPS in April 1995.
The precision and stability of cesium atomic clock
technology is the enabling element in GPS's precision
navigation accuracy. The evolution of GPS-based systems
has resulted in worldwide access to precision signals, which are used in
navigation, telecommunications, safety of life and rescue, surveying,
agriculture and a myriad of other applications. Symmetricom has also been a
leading provider of cesium solutions for the world’s telecommunications
markets.
Symmetricom has made job offers to all of the Santa Clara,
Calif.-based Agilent employees who support the product line. Manufacturing will
move to San Jose, Calif., following a transition period.
Symmetricom Safe
Harbor Statement
This press release contains forward-looking information
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, and is subject
to the safe harbor created by those sections. These forward-looking statements
include statements concerning our ability to leverage our R&D investments in
cesium for the benefit of both Agilent and Symmetricom customers, and our
ability to further advance cesium atomic oscillator technology to serve our
customers’ full range of requirements for precise time and frequency.
Symmetricom’s actual ability to do these things could differ materially from
those suggested in these forward-looking statements. Factors that could cause
our ability to differ materially from what is suggested by such forward-looking
statements include: our ability to integrate the new product line, including our
ability to retain qualified personnel and duplicate the manufacturing process,
reduced rates of demand for telecommunication products or test and measurement
products, our customers’ ability and need to upgrade existing equipment, our
ability to negotiate contracts with our customers, our ability to maintain gross
margins, timing of orders, cancellation or delay of customer orders, loss of
customers, difficulties in manufacturing products to specification or customer
volume requirements, challenges in integrating businesses, customer acceptance
of new products, geopolitical risks such as terrorist acts and the risk factors
listed from time to time in Symmetricom's reports filed with the Securities and
Exchange Commission, including the report on Form 10-K for the year ended June
30, 2004, and subsequent Form 10-Q and Form 8-K filings.
Agilent
Technologies Forward-Looking Statements
This news release contains
forward-looking statements as defined in the Securities Exchange Act of 1934 and
is subject to the safe harbors created therein. The forward-looking statements
contained herein include, but are not limited to, information regarding the
closing of the transaction, benefits and continuity for Agilent and Symmetricom
customers and the location of the manufacturing that involve risks and
uncertainties that could cause Agilent's results to differ materially from
management's current expectations. Such risks and uncertainties include, but are
not limited to risks associated with the ability to effectuate the merger on a
timely basis and risks associated with changes in demand for Agilent’s Frequency
and Time Standards products. In addition, other risks that Agilent faces in
running its operations include the ability to execute successfully through
business cycles while it continues to implement cost reductions; the ability to
meet and achieve the benefits of its cost-reduction goals and otherwise
successfully adapt its cost structures to continuing changes in business
conditions; ongoing competitive, pricing and gross margin pressures; the risk
that our cost-cutting initiatives will impair our ability to develop products
and remain competitive and to operate effectively; the impact of geopolitical
uncertainties on our markets and our ability to conduct business; the ability to
improve asset performance to adapt to changes in demand; the ability to
successfully introduce new products at the right time, price and mix and other
risks detailed in Agilent's filings with the Securities and Exchange Commission,
including our Annual Report on Form 10-K for the year ended Oct. 31, 2004, and
our Quarterly Report on Form 10-Q for the period ended April 30, 2005.
Forward-looking statements are based on the belief and assumptions of Agilent's
management and on currently available information. Agilent undertakes no
responsibility to publicly update or revise any forward-looking
statement.
About Agilent Technologies
Agilent Technologies Inc.
(NYSE: A) is the world’s premier measurement company and a technology leader in
communications, electronics, life sciences and chemical analysis. The company’s
28,000 employees serve customers in more than 110 countries. Agilent had net
revenue of $7.2 billion in fiscal year 2004. Information about Agilent is
available on the Web at www.agilent.com.
About Symmetricom, Inc.
As a
worldwide leader in precise time and
frequency products and services, Symmetricom provides “Perfect Timing” to
customers around the world, including communication service providers, network
equipment manufacturers, U.S. Department of Defense (DOD), aerospace
contractors, enterprises, governments and research facilities. Since 1985, the
company’s timing, frequency and synchronization solutions have helped define the
world’s standards, delivering precision, reliability and efficiency to wireless
and wireline networks, instrumentation and testing applications and network time
management. Deployed in more than 90 countries, products include atomic clocks,
cesium
and rubidium standards, VME, crystal oscillators,
PCI
cards and Global Positioning
System (GPS) solutions for instrumentation applications, as well as network
time servers for Network Time Protocol
(NTP) synchronization and time synchronization solutions. In 2002,
Symmetricom acquired TrueTime and Datum, enhancing its position in the world
time and frequency markets. Symmetricom is based in San Jose, Calif., with
offices worldwide.
For more information, visit www.symmetricom.com.
Symmetricom:
Bill
Slater
Chief Financial Officer
(408) 428-7801
or
Ellen
Brook
Stapleton Communications Inc.
(650)
470-0200
or
Agilent:
Janet Smith
(970) 679-5397
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