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Renesas Acquires Transphorm to Expand Power Product Lineup with GaN Technology

Update time : 2024-01-24 11:01:55

Renesas Electronics Corporation ("Renesas", TSE: 6723), a global semiconductor solutions provider, and Transphorm, Inc. , Nasdaq: TGAN) announced today that they have entered into a definitive agreement pursuant to which a Renesas subsidiary will acquire all of the outstanding shares of common stock of Transphorm for $5.10 per share in cash, representing a premium of approximately 35% to Transphorm's closing price on January 10, 2024, a premium of approximately 56% to the volume-weighted average price for the past twelve months, and a premium of approximately $4.5 per share to the volume-weighted average price for the past six months. volume-weighted average price premium of approximately 78% over the last six months. The transaction values Transphorm at approximately $339 million. The acquisition will provide Renesas with in-house technology for GaN, a key next-generation material for power semiconductors, thereby expanding its presence in fast-growing markets such as electric vehicles, computing (data centers, artificial intelligence, infrastructure), renewable energy, industrial power, and fast chargers/adapters.

The demand for efficient power systems, the cornerstone of carbon neutrality, is increasing. In response to this trend, related industries are transitioning to wide-bandwidth-gain (WBG) materials represented by silicon carbide (SiC) and GaN. These advanced materials offer a wider range of voltages and switching frequencies than conventional silicon-based devices. Building on this momentum, Renesas has announced the establishment of an in-house SiC production line and signed a 10-year SiC wafer supply agreement.
Renesas now aims to further expand its WBG product lineup by leveraging Transphorm's expertise in GaN, an emerging material that enables higher switching frequencies, lower power losses and smaller form factors. These advantages enable customers to have systems with higher efficiency, smaller and lighter structures, and lower overall costs. As a result, demand for GaN is expected to grow by more than 50 percent annually, according to industry research. Renesas will utilize Transphorm's automotive-grade GaN technology to develop new and enhanced power solutions, such as X-in-1 powertrain solutions for electric vehicles, as well as solutions for computing, energy, industrial and consumer applications.
The addition of Transphorm GaN technology enhances our momentum in the IGBT and SiC space," said Eri Shibata, CEO of Renesas, "Transphorm is a company led by a highly experienced team from the University of California, Santa Barbara, with roots in GaN power. It will advance and expand our power product lineup, one of our key growth pillars, enabling our customers to choose the best power solutions."
Dr. Primit Parikh, co-founder, president and CEO of Transphorm, and Dr. Umesh Mishra, co-founder and CTO of Transphorm, said, "Combined with Renesas' global footprint, broad range of solutions, and customer relationships, we are excited to pave the way for industry wide WBG material adoption, paving the way for its significant growth. This transaction will also enable us to further expand our service offerings to our customers and deliver significant immediate cash value to our shareholders. In addition, it will provide a strong platform for our outstanding team to further develop Transphorm's superior GaN technology and products."
Transphorm's Board of Directors has unanimously approved the definitive agreement and recommends that Transphorm's shareholders adopt the definitive transaction and approve the merger. In conjunction with the execution of the definitive agreement, KKR Phorm Investors L.P., which owns approximately 38.6% of Transphorm's outstanding common stock, has entered into a customary voting agreement with Renesas in support of the transaction.
The transaction is expected to close in the second half of 2024, subject to Transphorm shareholder approval, regulatory clearance and the satisfaction of other customary closing conditions.

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