Legal hurdles slow ARM-Artisan merger

Junko Yoshida
(11/17/2004 12:36 PM EST)

  PARIS — ARM Ltd.'s much anticipated merger with Artisan Components Inc. must still overcome legal hurdles before the deal can be completed, a senior ARM executive said in an interview Wednesday (Nov. 17) during a conference with partners.

Several hundred ARM partners and customers gathered here for the ARM European Conference. The nearly billion-dollar megamerger with Artisan was a hot topic among participants, but it was conspicuously absent from the agenda at the conference.

Delays in completing the merger have resulted from a handful of lingering legal problems that still need to be resolved before the transaction is final, Mike Muller, chief technology officer of ARM (Cambridge, U.K.), said in an interview. The most pressing requirement is transferring merger documents to shareholders for review. Shareholders from both companies must approve the merger simultaneously, said Muller.

A final vote on the merger is expected as early as the end of December.

Muller called the acquisition of Artisan (Sunnyvale, Calif.) "crucial to ARM's long-term strategic benefit" since Artisan's IP business is deeply rooted in building libraries that ensure that RTL (register-transfer level) correlates with silicon.

"The world is going back to delivering IP's closer to transistors," he said. "Look at our new IEM [Intelligent Energy Manager] program," Muller added. Designed for dynamic control of voltage and frequency scaling, "IEM requires whole new libraries."

ARM's upcoming 1-GHz Tiger processor core — details have yet to be disclosed — will be "a full custom implementation" and "it will also require full custom libraries," explained Muller.

Noting that it takes four to five years for a high- performance processor like Tiger to ship in volume, Muller added, "We need to make sure that we can offer help for early silicon development, and we can align development support from third parties."

ARM thinks there is a short-term benefit in the Artisan acquisition in the form of "cross-selling opportunities," according to Muller. ARM and Artisan have very different distribution channels: ARM sells high-volume components to a relatively small number of customers; Artisan's distribution channel offers free libraries to thousands of designers. Some of ARM's systems IP can be offered through Artisan's channel, said Muller.

While ARM is plans a single post-merger sales organization, it will retain separate distribution channels, he added. ARM will continue to focus on key account management, while Artisan concentrates on volume marketing based on its Web infrastructure.

ARM currently has a team of about a dozen executives dedicated to integrating the two organizations. Even after the transaction is completed, "90 percent of our business will still look like business as usual," said Muller. Synergies evolving from the merger won't become apparent until much later, he added.