Exhibit 99.1
NEWS RELEASE
Investor Relations Contact: Public Relations Contact:
Rochelle Krause Abbie Kendall
PDF Solutions, Inc. Armstrong Kendall, Inc.
Tel: (408) 938-6437 Tel: (503) 672-4681
Email: rochelle.krause@pdf.com Email: abbie@akipr.com
PDF SOLUTIONS(R) TO ACQUIRE IDS SOFTWARE SYSTEMS
Thursday, June 19, 2003
SAN JOSE, Calif. (PDF Solutions, Inc.)
Acquisition Will Enable PDF To Leverage IDS' Growing Installed-Base To Establish
A Broadly Accepted Yield Improvement Software Platform
SAN JOSE, Calif., June 19, 2003 - PDF Solutions, Inc. (Nasdaq: PDFS), the
leading provider of process-design integration technologies to enhance IC
manufacturability, today announced that it has signed a definitive agreement to
acquire IDS Software Systems Inc., a privately held corporation based in Foster
City, California.
Under terms of the agreement, PDF Solutions will acquire IDS for $20.0 million
in cash and 2,500,000 shares of PDF's Common Stock, resulting in an aggregate
consideration value of approximately $50.6 million, based upon the closing price
of PDF's common stock on the Nasdaq National Market today of $12.25 per share.
In addition, PDF Solutions will assume all of IDS' stock options outstanding
immediately prior to the close of the transaction. PDF currently expects the
transaction to close in August, subject to customary closing conditions.
As semiconductor companies create products in multiple fabrication and test and
assembly facilities, it's crucial that they employ a common yield management
system (YMS) to efficiently track progress and quickly identify areas for
improvement. The IDS dataPOWER(TM) offering, with more than 1000 installed seats
in over 30 of the world's semiconductor companies, is an enterprise YMS solution
that is widely accepted by the semiconductor industry.
The dataPOWER products offer enterprise data management with comprehensive
analysis and reporting capabilities, intuitive user interfaces and fast
processing speeds, a combination that sets dataPOWER tools apart from other
statistical analysis systems. The dataPOWER software design focus is on
providing the user with integrated, multi-platform compatibility with web
access, a wide scope of statistical applications, task automation, feature
modularity and high quality.
When fully integrated, the combination of PDF Solutions' integration ramp
infrastructure and IDS' dataPOWER functionality will provide customers with
greater capabilities for managing product yield improvement. With access to
dataPOWER, PDF Solutions' engagement teams will work with customers to more
quickly identify key yield improvement areas, implement PDF's yield ramp
solutions more rapidly and improve customers' bottom line results.
"Our customers face constant pressure to accelerate IC design ramps to volume
production while managing the manufacturability complexities inherent in
nanometer semiconductor processes," stated John Kibarian, chief executive
officer of PDF Solutions. "The addition of the IDS dataPOWER software and
employees to PDF Solutions - along with our recent purchase of the WAMA(TM)
software product, and related business, from WaferYield, Inc. - further enables
PDF to help semiconductor companies integrate designs and processes, accelerate
yield ramps, and manage yield over the life of their products."
According to Andre Hawit, founder of IDS Software Systems, "The IDS team looks
forward to joining PDF Solutions. The combination of PDF Solutions and IDS will
allow us to provide an accelerated and expanded product roadmap to our
customers."
Upon closing of the transaction, PDF Solutions intends to continue to sell the
dataPOWER software as stand-alone products, in addition to offering the software
as an option in PDF's integrated yield ramp engagements.
CONFERENCE CALL
John Kibarian, CEO, and Steve Melman, CFO, will host a live teleconference
beginning at 2:30 p.m. PDT (5:30 p.m. EDT) today, Thursday, June 19, 2003, to
discuss the announcement to acquire IDS Software Systems and the recent
acquisition of the WAMA software products, and related business, from
WaferYield, Inc. The teleconference will be web cast simultaneously and
available to the public on the company's web site at
http://ir.pdf.com/medialist.cfm.
An archive of the call will remain available and accessible via telephone until
June 26, 2003 at 11:59 p.m. PDT. To hear the replay, within the United States or
Canada call 800 642 1687, or outside of the United States and Canada call (706)
645-9291. The access code for both replay options is 1403758. An archive of the
web cast will be available on the company's web site beginning approximately two
hours after completion of the live call.
ABOUT IDS SOFTWARE SYSTEMS
IDS, based in Foster City, California, is a privately held corporation founded
in 1991. IDS products provide the most comprehensive platform-independent set of
semiconductor yield management system (YMS) and engineering data analysis (EDA)
software tools in the industry. This suite of tools empowers engineers to
maximize yields and speed time-to-market for today's state-of-the-art
semiconductor devices. More information is available at www.idsusa.com
ABOUT PDF SOLUTIONS
PDF Solutions, Inc. (NASDAQ: PDFS) is the leading provider of process-design
integration technologies to enhance IC manufacturability. PDF Solutions'
software, methodologies, and services enable semiconductor companies to create
more manufacturable IC designs and more capable manufacturing processes. By
simulating nanometer-scale product and process interactions, PDF Solutions
offers clients reduced time-to-market, increased IC yield and performance, and
increased product reliability and profitability. Headquartered in San Jose,
Calif., PDF Solutions operates worldwide with additional offices in Europe and
Japan. For more information, visit www.pdf.com.
PDF Solutions(R) is a registered trademark and WAMA(TM) is a trademark of PDF
Solutions, Inc. dataPOWER(TM) is a trademark of IDS Software Systems Inc.
FORWARD-LOOKING STATEMENTS
Some of the statements in this press release are forward looking, including,
without limitation, the agreement between the company and IDS, those regarding
the ability of the company to close this transaction in the time projected, or
at all, the ability of the company to integrate its existing products with
dataPower software in an efficient and effective manner, potential future
revenue opportunities to PDF Solutions, PDF's ability to integrate and retain
IDS' employees, the company's ability to retain current customers and grow the
customer base as a result of the transaction. The words "expect", "believe" and
similar expressions also identify forward-looking statements. Actual results
could differ materially from those expressed in any forward-looking statements.
Risks and uncertainties that could cause results to differ materially include
risks associated with: failure to satisfy the conditions to closing set forth in
the reorganization agreement, failure to timely or successfully integrate PDF
Solutions' products with dataPower software; failure to integrate and retain
employees; failure to retain current customers and grow potential future revenue
opportunities; fluctuations in the price of PDF's stock; unforeseen industry
changes; changes in the U.S. and worldwide economic and political environments;
and changes in the marketplace for our solutions, including the introduction of
products or services competitive with PDF's products and services. Readers
should also refer to the risk disclosures set forth in PDF's periodic public
filings with the SEC, including, without limitation, its reports on Form 10-K,
most recently filed on April 26, 2003, and on Form 10-Q, most recently filed on
May 14, 2003. The forward-looking statements contained in this release are made
as of the date hereof, and PDF does not assume any obligation to update such
statements nor the reasons why actual results could differ materially from those
projected in such statements.