Golden Gate Capital signs acquisition agreement with Conexant Systems, Inc.

San Francisco (Feb. 24, 2011) – Gold Holdings, Inc., an affiliate of Golden Gate Capital, today announced the signing of a definitive merger agreement with Conexant Systems, Inc. (NASDAQ: CNXT), a leading supplier of innovative semiconductor solutions for imaging, audio, embedded modem, and video surveillance applications.
Gold Holdings, Inc. has agreed to purchase all of the outstanding shares of Conexant common stock at a price of $2.40 per share in cash. The transaction is expected to close in the second quarter of calendar 2011 subject to the satisfaction of regulatory requirements, approval by Conexant stockholders and other customary closing conditions.

Upon completion of the transaction, Conexant will become Golden Gate Capital’s fifth semiconductor investment. Prior investments in the sector include Lantiq (broadband semiconductor devices), Aeroflex (aerospace and communications semiconductor devices, NYSE: ARX), Teridian (smart-meter semiconductor devices, recently acquired by Maxim Integrated Products), and Vistec Semiconductor Systems (direct-write electron beam lithography tools).

“We are excited to have the opportunity to invest in a fabless semiconductor business with such a strong track-record of innovation and analog and mixed-signal design capabilities,” said John Knoll, Managing Director of Golden Gate Capital. “Conexant’s blue-chip customer base and strong IP portfolio provide an excellent foundation for long-term growth and continued market-leadership. We look forward to working with management to continue developing innovative new products that better serve customer needs.”

Dan Artusi, an operating executive with Golden Gate Capital who focuses on semiconductor investments and serves as a director of Lantiq, will join the board of directors of Conexant upon the closing of the transaction. Prior to joining Golden Gate Capital in 2009, Mr. Artusi served as the CEO of several semiconductor companies including Conexant (2007-2008), Silicon Laboratories (2001-2005) and Coldwatt (2005-2007).

“We are delighted to be working with Dan Artusi as an advisor on this investment,” said David Dominik, co-founder and Chief Investment Officer of Golden Gate Capital. “Dan provides an extensive breadth of knowledge in the relevant technologies and end markets served by the company. We believe his contributions will help us add significant value to Conexant.”

Golden Gate Capital manages more than $9 billion in capital and has completed over 13 going-private transactions in the technology sector since its inception in 2000. The firm is based in San Francisco, Calif.

Earlier this week, Golden Gate Capital also announced that it has entered into a definitive agreement to acquire Tollgrade (NASDAQ: TLGD) in an all-cash transaction valued at approximately $137 million. Tollgrade is a leading provider of network service assurance solutions for telecommunications operators in the United States and Europe.

About Conexant

Conexant is a leading provider of semiconductor devices for imaging (fax machines and printers) and embedded modem (point-of-sale terminals and set-top-boxes) applications. Conexant’s innovative new product portfolio also includes high-fidelity audio and video surveillance end-markets which leverage its core expertise in analog and mixed-signal design and firmware development. The company is headquartered in Newport Beach, California. For more information, visit

About Golden Gate Capital

Golden Gate Capital is a San Francisco-based private investment firm with approximately $9 billion of capital under its management. The firm’s charter is to partner with world-class management teams to make equity investments in situations where there is a demonstrable opportunity to significantly enhance a company’s value. The principals of Golden Gate have a long and successful history of investing with management partners across a wide range of industries and transaction types, including going-privates, corporate divestitures, leveraged buyouts and recapitalizations. For more information, visit