Lattice Semiconductor to Acquire AMI for $1.65 Billion

Lattice Semiconductor announced it has entered into a definitive agreement with THL Partners to acquire AMI, a player in platform firmware and infrastructure manageability for cloud and AI, creating the industry's most complete secure management and control platform. The planned acquisition advances Lattice's strategy to expand its position in server, AI, and cloud applications spanning hardware, security, manageability, and control. Lattice expects the acquisition to be accretive to gross margin, free cash flow, and EPS on a non-GAAP basis, and it supports Lattice's trajectory toward a $1 billion+ annual revenue run rate by Q4 2026. Under the terms of the definitive agreement, Lattice plans to acquire AMI on a cash-free/debt-free basis for total consideration of $1.65 billion, consisting of $1.0 billion in cash and approximately $650 million in shares of Lattice common stock, subject to customary adjustments set forth in the definitive agreement. Pursuant to the definitive agreement, the number of shares of Lattice common stock to be issued adjusts based on the trading price of Lattice's common stock prior to the completion of the acquisition, subject to a minimum of approximately 5.2 million shares and a maximum of approximately 6.1 million shares, which includes certain Lattice equity awards to be granted to AMI employees with an estimated aggregate value of approximately $57.3 million based on the closing price of the Company's common stock as of May 1, 2026 of $120.96. AMI is expected to generate over $200 million in revenue in 2026. The transaction is expected to close in the third quarter of 2026, subject to the satisfaction of customary closing conditions, including the receipt of applicable regulatory approvals.