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Why Qualcomm Acquired Berkana Wireless for About $56 Million

Qualcomm’s 2006 Berkana acquisition added RF CMOS expertise for 3G handset radios. The announced $56 million cash price differs from the later preliminary purchase-price figure.
From TheFinanceBase Team2 min to read
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Qualcomm announced on January 4, 2006, that it would acquire Berkana Wireless, a Silicon Valley fabless semiconductor company, for approximately $56 million in cash. The strategic aim was to add RF CMOS expertise and speed development of more integrated radio solutions for 3G handsets using CDMA2000 and WCDMA/UMTS. Later accounting disclosure identified December 30, 2005, as the completion date and reported a preliminary purchase price of about $60 million.

What Qualcomm bought

Berkana designed radio-frequency (RF) and mixed-signal integrated circuits for cellular and other wireless applications. As a fabless semiconductor company, it designed chips rather than operating its own chip-manufacturing facilities. Qualcomm said Berkana brought RF CMOS intellectual property, engineering expertise, cellular-systems experience, and product roadmaps that complemented Qualcomm’s wireless-chip work. The announcement described Berkana as founded in 2001 by Dr. Beomsup Kim and Dr. Cormac Conroy, with Sam Nakib serving as president and CEO at the time of the acquisition. Qualcomm’s announcement

A phone’s RF circuitry handles signals between its antenna and digital baseband. Integrating more radio functions in CMOS can potentially reduce component count, board space, power use, and manufacturing cost. It does not mean every radio function fits on one chip: performance, noise, linearity, power amplification, filtering, and support for multiple bands remain engineering challenges.

Contemporary trade coverage associated Berkana with the BKW9000, a single-chip quad-band GSM/GPRS/DCS/PCS RF CMOS transceiver. That is an example reported by industry coverage, not a complete catalogue of Berkana’s products. Microwaves & RF’s January 2006 newsletter

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Why the technology mattered to Qualcomm

In the mid-2000s, handset designers were building smaller phones that had to support multiple cellular bands and standards. More integrated RF circuitry offered a potential route to smaller, lower-power designs with fewer components. Qualcomm said Berkana’s technology could help it accelerate highly integrated RF CMOS solutions for CDMA2000 and WCDMA/UMTS markets. That was the company’s stated strategic rationale, not proof that the acquisition produced particular commercial results. Qualcomm’s announcement and EE Times’ contemporary report

What the deal cost

The $56 million figure was Qualcomm’s announced cash consideration. It should not be confused with every cost or accounting measure associated with the transaction. Qualcomm also estimated one-time charges, while a later financial filing included stock-option value in its purchase accounting.

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Figure What it represents
Approximately $56 million Announced cash consideration; Qualcomm said the estimate was subject to change. Qualcomm
Approximately $10 million Expected one-time charges, primarily for in-process research and development; an estimate in the announcement. Qualcomm
Approximately $0.005 per share Estimated dilution to fiscal-2006 pro forma earnings per share, as stated in the announcement. Qualcomm
Approximately $7 million Estimated fair value of stock options included in later accounting disclosure. Qualcomm financial filing
Approximately $60 million Preliminary total purchase price shown in the later filing’s allocation table. Qualcomm financial filing

The filing’s preliminary allocation included approximately $29 million of goodwill, $2 million of technology-based intangible assets, $9 million of in-process research and development, and $20 million of net tangible assets. These are purchase-accounting categories, not additional amounts to add to the $60 million total. Qualcomm financial filing

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Announcement and completion dates

Qualcomm publicly announced the acquisition on January 4, 2006. Its later financial disclosure identifies December 30, 2005, as the completion date. The dates therefore reflect different events; the public announcement did not occur on the reported completion date. Qualcomm’s fiscal year ended September 25, 2005, placing the transaction in fiscal 2006. Qualcomm announcement and financial filing

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