Davis Polk is advising ARM Holdings plc in connection with its leading participation in a consortium of major technology companies affiliated with Allied Security Trust, which has entered into an agreement with MIPS Technologies, Inc. to obtain rights to its patent portfolio. The MIPS patent portfolio includes 580 patents and patent applications covering microprocessor design, system-on-chip design and other related technology fields. The consortium will pay $350 million in cash to acquire rights to the portfolio, of which ARM will contribute $167.5 million. The transaction, which is subject to MIPS shareholder approval, is expected to close in the first quarter of 2013.
The transaction will, upon completion, support continued innovation in system-on-chip design whilst removing any potential litigation risk presented by the MIPS patent portfolio with respect to the consortium members. The consortium will make licenses to the patent portfolio available to companies not within the consortium.
Based in Cambridge, England, ARM is the world’s leading developer and supplier of semiconductor intellectual property. ARM’s strategy is for its technology to continue to gain share in long-term structural growth markets such as mobile phones, consumer electronics and embedded digital devices. To date, ARM has licensed its technology nearly 850 times to nearly 300 ARM partners, who have shipped over 30 billion ARM-based chips. MIPS is a leading provider of industry-standard processor architectures and cores for home entertainment, networking, mobile and embedded applications.
Davis Polk is providing U.S. and U.K. law advice to ARM with a team led by the firm’s managing partner Thomas J. Reid, a U.S. team led by partner John D. Amorosi and a U.K. team led by partner Simon Witty. Associates James E. Elworth, Jesse Kramer and Simon Evers are on these teams. Partner Frank J. Azzopardi and associate Pritesh P. Shah are providing intellectual property advice. Michael N. Sohn is providing antitrust and competition advice. Members of the Davis Polk team are based in the New York, London and Washington DC offices.
