Broadcom Acquires Alphamosaic Limited, a Leading Developer of Mobile Multimedia Processors for Cellular Phones

Alphamosaic's VideoCore® Technology Complements Broadcom's EDGE and WCDMA Products to Enable Rich Multimedia Handsets

IRVINE, Calif. and CAMBRIDGE, United Kingdom, Sep 20, 2004 /PRNewswire-FirstCall via COMTEX/ -- Broadcom Corporation (Nasdaq: BRCM), a leading provider of highly integrated semiconductor solutions enabling broadband communications, today announced that it has acquired privately-held Alphamosaic Limited, a leading developer of advanced mobile imaging, multimedia and 3D graphics technology optimized for use in cellphones and other mobile devices.

Mobile phones are emerging as the dominant converged platform for multimedia services, with wireless handsets serving as digital cameras, digital video recorders, gaming consoles, personal organizers and digital TV receivers. Analyst firm In-Stat/MDR predicts that approximately 318 million cellular phones sold in 2006 will include digital cameras or imaging technology and that the number will double to over 600 million by 2008, for a compound annual growth rate of 81.2% from 2004 to 2009. With the acquisition of Cambridge-based Alphamosaic and its VideoCore® technology, Broadcom has added an expertise and technology critical to satisfy the requirements of these next generation mobile devices.

Cellular carriers continue to offer new multimedia data services to increase average revenue per user, such as Video on Demand (VOD), video conferencing, digital TV, interactive gaming and music downloads, necessitating multimedia capable handsets as well as the adoption of higher data rate wireless technologies such as EDGE and WCDMA. Broadcom was first to demonstrate high-speed "four-slot" EDGE performance at greater than 200 Kbps and recently acquired Zyray Wireless Inc., a leading developer of WCDMA baseband co-processors, which enable up to 384 Kbps of wireless data connectivity. Alphamosaic® technology further strengthens the Broadcom® cellular product portfolio and enables Broadcom to provide complete reference designs for next generation, feature-rich multimedia mobile phone platforms.

"Broadcom currently provides cellular OEMs with EDGE/GPRS/GSM baseband processors as well as single-chip Bluetooth® and 802.11 solutions, and we are now sampling WCDMA baseband processors as well," said Robert A. Rango, Group Vice President of Broadcom's Mobile & Wireless Group. "Alphamosaic adds best-in-class multimedia capabilities to our product portfolio. Alphamosaic's products are offered as discrete co-processors and will also be integrated into Broadcom's cellular baseband and application processor roadmaps in the future to meet the emerging power, space and price requirements of converged multimedia handsets. Equally importantly, we have added another world class engineering team in Cambridge, with deep expertise in still image, video, graphics, audio, and related multimedia and processor technologies."

Alphamosaic's first-generation VC01 multimedia co-processor is currently being used by leading cellular handset makers such as Samsung. Commercially available Samsung phones now incorporate the VC01 for advanced multimedia functions including MP3 player, VOD, megapixel-class camera and digital camcorder. "The VC01 was what Samsung was looking for," one of Samsung Electronics' representatives stated. "VC01 provided the right set of features for high end video phones."

Building on the success of the VC01, Alphamosaic is now sampling VC02, the world's most advanced mobile multimedia processor. The VC02 can display video on 3.5 inch color LCDs and capture 8 megapixel images, making it ideal for watching TV, making videos or taking studio-quality photos on a cellphone.

"Broadcom's impressive wireless product portfolio is a perfect complement to our VideoCore products, strengthening the presence of both companies in worldwide cellular markets," said Dr. Jalal Bagherli, CEO of Alphamosaic Limited. "VideoCore technology was developed by the strong team at Alphamosaic to specifically enable high performance multimedia in cellular handsets, while maintaining the flexibility to migrate to new applications and emerging standards, and address carrier-specific requirements."

VideoCore Technology

Alphamosaic's VideoCore technology is rapidly establishing itself as the leading solution for low power, high performance multimedia processing in cellular phones and other mobile devices. It is a fully programmable, highly parallel architecture optimized for high performance applications while maintaining industry-leading low power operation. Competing solutions often use general purpose processors at high clock frequencies to achieve performance, resulting in higher power consumption. Additionally, those solutions require hardware accelerators for specific fixed functions which lack flexibility and scalability to support new emerging standards.

In a joint statement, Alphamosaic founders Steve Barlow (CTO) and Dr. Robert Swann (VP Marketing) said: "From our founding, we committed to develop a technology that would revolutionize multimedia in mobile handheld products. Since that time, we have delivered both production-proven technology and commercial success. With the strength and clear pathway that being part of Broadcom will provide, we look forward to furthering our vision and achieving even greater success."

The programmable nature of the VideoCore product family allows scaling to new video and audio standards such as H.264 and aacPlus. H.264 video compression will be important as broadcasters demand bandwidth-efficient compression schemes to deliver digital video to mobile devices. VideoCore also reduces overall system cost by integrating all image processing functionality, allowing connection directly to CMOS/CCD camera sensors and eliminating the need for a separate image processing chip. The VideoCore product family also excels in high-quality 3D graphics performance with the capability to support pixel shading and volumetric lighting with low power consumption, making it ideal for use in mobile gaming applications and comparable in performance to home consoles.

Broadcom and Cambridge

Alphamosaic's 57-person team augments Broadcom's existing technology group in Cambridge, which focuses on the development of digital signal processing architectures and compilers and embedded software. Cambridge, one of the world's leading research centers, is the heart of the UK high tech industry. The surrounding area, informally known as Silicon Fen, has become a center for European semiconductor operations.

Transaction Details

In connection with the acquisition, Broadcom issued or reserved for future issuance an aggregate of approximately 4.17 million shares of its Class A common stock (with a value of approximately $120.3 million based upon the NASDAQ National Market closing price on September 17th of $28.86 per share), and agreed to make cash payments aggregating approximately $2.7 million, in exchange for all outstanding shares of Alphamosaic capital stock and upon exercise of outstanding employee stock options of Alphamosaic. A portion of the shares issued will be subject to escrow pursuant to the terms of the acquisition agreement. Broadcom has also assumed obligations under a long term incentive plan that could result in the issuance of up to approximately 141,000 additional shares of Broadcom Class A common stock to Alphamosaic employees. Broadcom acquired approximately 93% of the fully-diluted equity ownership of Alphamosaic at a first closing on September 17th and anticipates acquiring the remaining capital stock at a second closing to occur in approximately 10 days. Following the second closing, Broadcom will file a registration statement on Form S-3 with the Securities and Exchange Commission to register the shares issued for resale in the United States. Broadcom may record a one-time charge for purchased in-process research and development expenses related to the acquisition in its third fiscal quarter, ending September 30. The amount of that charge, if any, has not yet been determined.

About Alphamosaic

Alphamosaic Limited is a leading provider of low power semiconductor solutions for high volume consumer and cellular portable products, providing complete mobile video processing solutions, including hardware, software, middleware, codecs and full support. Alphamosaic is led by a strong team featuring backgrounds in semiconductor, video processing, wireless communications and low-power design, providing customers the support they need to design successful and appealing video products. Alphamosaic is headquartered in Cambridge, UK, and may be contacted at +44-1223-420-003 or at www.alphamosaic.com.

About Broadcom

Broadcom Corporation is a leading provider of highly integrated semiconductor solutions that enable broadband communications and networking of voice, video and data services. We design, develop and supply complete system-on-a-chip (SoC) solutions incorporating digital, analog, radio frequency (RF), microprocessor and digital signal processing (DSP) technologies, as well as related hardware and software system-level applications. Our diverse product portfolio addresses every major broadband communications market and includes solutions for digital cable and satellite set-top boxes; high definition television (HDTV); cable and digital subscriber line (DSL) modems and residential gateways; high-speed transmission and switching for local, metropolitan, wide area and storage networking; home and wireless networking; cellular and terrestrial wireless communications; Voice over Internet Protocol (VoIP) gateway and telephony systems; broadband network and security processors; and SystemI/O™ server solutions. These technologies and products support our core mission: Connecting everything®.

Broadcom is headquartered in Irvine, Calif., and may be contacted at +1-949-450-8700 or at www.broadcom.com.

Safe Harbor Statement of Broadcom Corporation under the Private Securities Litigation Reform Act of 1995:

All statements included or incorporated by reference in this release, other than statements or characterizations of historical fact, are forward-looking statements. These forward-looking statements are based on our current expectations, estimates and projections about our industry, management's beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements can often be identified by words such as "anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks," "estimates," "may," "will," "should," "would," "could," "potential," "continue," "ongoing," similar expressions, and variations or negatives of these words. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement.

Important factors that may cause such a difference for Broadcom in connection with its acquisition of Alphamosaic Limited include, but are not limited to, the risks inherent in acquisitions of technologies and businesses, including the timing and successful completion of technology and product development through volume production, integration issues, costs and unanticipated expenditures, changing relationships with customers, suppliers and strategic partners, potential contractual, intellectual property or employment issues, accounting treatment and charges, and the risk that anticipated benefits are not realized; general economic and political conditions and specific conditions in the markets we address, including the continuing volatility in the technology sector and semiconductor industry, trends in the broadband communications markets in various geographic regions, and possible disruption in commercial activities related to terrorist activity or armed conflict in the United States and other locations; the timing, rescheduling or cancellation of significant customer orders and our ability, as well as the ability of our customers, to manage inventory; our ability to scale our operations in response to changes in demand for our products and services; the rate at which our present and future customers and end-users adopt Broadcom's and Alphamosaic's technologies and products in the markets for mobile communications devices; delays in the adoption and acceptance of industry standards in those markets; our ability to retain, recruit and hire key executives, technical personnel and other employees in the positions and numbers, with the experience and capabilities, and at the compensation levels needed to implement our business and product plans; our ability to specify, develop or acquire, complete, introduce, market and transition to volume production new products and technologies in a cost-effective and timely manner; the gain or loss of a key customer, design win or order; competitive pressures and other factors such as the qualification, availability and pricing of competing products and technologies and the resulting effects on sales and pricing of our respective products; the effects of new and emerging technologies; the timing of customer-industry qualification and certification of our respective products and the risks of non-qualification or non-certification; our ability to timely and accurately predict market requirements and evolving industry standards and to identify opportunities in new markets; changes in our product or customer mix; the volume of our product sales and pricing concessions on volume sales; intellectual property disputes and customer indemnification claims and other types of litigation risk; the availability and pricing of third party semiconductor foundry and assembly capacity and raw materials; fluctuations in the manufacturing yields of our third party semiconductor foundries and other problems or delays in the fabrication, assembly, testing or delivery of our products; the risks of producing products with new suppliers and at new fabrication and assembly facilities; problems or delays that we may face in shifting our products to smaller geometry process technologies and in achieving higher levels of design integration; the quality of our products and any remediation costs; the effectiveness of our expense and product cost control and reduction efforts; the risks and uncertainties associated with our international operations, particularly in light of recent events; the effects of natural disasters, public health emergencies, international conflicts and other events beyond our control; the level of orders received that can be shipped in a fiscal quarter; and other factors.

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Broadcom®, the pulse logo, Connecting everything®, the Connecting everything logo and SystemI/O™ are trademarks of Broadcom Corporation and/or its affiliates in the United States and certain other countries. Alphamosaic® and VideoCore® are trademarks of Alphamosaic Limited, a Broadcom company, in the United Kingdom, Europe and certain other countries. Bluetooth® is a trademark of the Bluetooth SIG. Any other trademarks or trade names mentioned are the property of their respective owner.