Freescale Semiconductor (proposed FSL) IPOreport
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Active Network (The) (ACTV)

Based in Austin, Texas, Freescale Semiconductor (proposed FSL) is scheduling a $1.0 billion IPO with a market capitalization of $5.5 billion a price range mid-point of $23 for Thursday, May 26, 2011.

SUMMARY

Leveraged semiconductor buyout in 2006, still very highly leveraged

For the March 2011 quarter sales increased 17% to $1.19 billion from $1.02 billion in 2010, and losses decreased to -$150,000 from -$300,000.

In the March 2011 quarter FSL broke even on an operating basis.

In 2010 FSL revenue was $4.46 billion and the loss was $1.1 million.

INDUSTRY

The seven semiconductor stocks we follow are down from their highs on average 23% in the last six months, and down 10% from their highs in the last month.

So the former bull market in semiconductor stocks has turned bearish.

VALUATION

At the price range mid-point FSL would sell for 1.2 times sales, which seems about right because FSL lost money while six of the seven made money in the March 2011 quarter.

Only FSL has a negative book value. All the other companies have a positive book value. FSL has a negative tangible book value, and only one other company also has a negative tangible book value.

FSL’s gross margin of 41% is in the middle of the pack.

CONCLUSION

FSL can’t expect to be bailed out by a bull market in semiconductor stocks; that window seems to have closed.

Even post-IPO FSL still will be highly leveraged, which will constrict growth plans when competing against competitors with stronger balance sheets.

If a investor wants to participate in the semiconductor business at this time, other companies may offer more upside with less risk.

6 mos

1 mos

30 day high

6 month high

high

high

May 18

% change

% change

NeoPhotonic (NPTN)*

$20.55

$11.29

$9.06

-20%

-56%

Finisar (FNSR)

$43.23

$28.48

$23.66

-17%

-45%

JDS Uniphase (JDSU)

$28.16

$22.21

$20.42

-8%

-27%

NXP Semi NV (NXPI)

$34.18

$34.10

$28.68

-16%

-16%

STMicroelect (STM)

$13.47

$12.50

$11.58

-7%

-14%

Texas Instum (TXN)

$36.56

$35.50

$35.17

-1%

-4%

ON Semi (ONNN)

$11.79

$11.79

$11.64

-1%

-1%

Total: 7 semiconductor cos

Average loss

-10%

-23%

*NPTN IPO'd Feb 2, 2011

Valuation Ratios

IPO Mrkt

Price /

Price /

Price /

Price /

Gross

annualizing Dec 3 mos

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

Margin %

Texas Instum (TXN)

$41,130

3.0

15

3.9

4.4

54%

JDS Uniphase (JDSU)

$4,720

2.6

31

4.6

7.0

43%

Finisar (FNSR)

$2,120

2.0

28

3.3

3.4

34%

NXP Semi NV (NXPI)

$7,200

1.7

10

6.4

-2.6

42%

ON Semi (ONNN)

$5,180

1.5

17

3.5

5.6

41%

Freescale Semi (FSL)

$5,520

1.2

-9200

-1.3

-1.2

41%

NeoPhotonic (NPTN)*

$223

1.1

-28

1.1

1.4

28%

STMicroelect (STM)

$10,540

1.0

16

1.3

1.7

38%

*NPTN IPO'd Feb 2, 2011

BUSINESS

. Embedded processing semiconductors and solutions
. In 2010 derived 80% of net sales from products where FSL held the #1 or #2 market positions and had over 30% of the embedded processor market
. FSL embedded processor products include microcontrollers, single- and multi-core microprocessors, applications processors and digital signal processors

LEVERAGED BUYOUT SPONSORS

On December 1, 2006, Freescale Inc. was acquired by a consortium of private equity including The Blackstone Group (BX), The Carlyle Group, funds advised by Permira Advisers, LLC, TPG Capital and others,

BACKLOG

Backlog was $1.1 billion at April 1, 2011 and at December 31, 2010. Orders are placed by customers for delivery for up to as much as 12 months in the future, but for purposes of calculating backlog, only orders expected to be fulfilled during the next 13 weeks are reported.

INTELLECTUAL PROPERTY

Has a broad portfolio of approximately 6,100 patent families and numerous licenses, covering manufacturing processes, packaging technology, software systems and circuit design. A patent family includes all of the equivalent patents and patent applications that protect the same invention, covering different geographical regions.

COMPETITIORS

Primary competitors are other integrated device manufacturers, such as Infineon Technologies AG, Intel Corporation, Renesas Electronics Corporation, STMicroelectronics, Microchip Technology Incorporated, Atmel Corporation, Analog Devices Incorporated, Cavium Networks, Inc. and Texas Instruments Incorporated.

USE OF PROCEEDS

From sale of 43.5 million shares to net $944 million

Repay debt

Freescale Semiconductr

FSL, C+, 6.5

Post IPO shares:240mm

Embedded semiconductors

March qtr

March qtr

Austin, TX,

2008

2009

2010

2010

2011

IPO Mkt

Revenues ($mm)

$5,226

$3,508

$4,458

$1,020

$1,194

Cap (mm)

Gross profit %

40%

27%

38%

36%

41%

$5,520

Operating income (loss) %

-150%

-35%

-1%

-6%

0%

@$23

Interest ($mm)

$702

$556

$583

$154

$148

Interest % of revenue

13%

16%

13%

15%

12%

Net income (loss)

-$8

$0.75

-$1.1

-$0.30

-$0.15

Net income (loss) %

-0.15%

0.02%

-0.02%

-0.03%

-0.01%

Adj EBITDA

$1,391

$579

$1,147

Adj EBITDA % of rev

27%

17%

26%

Adj interest for IPO debt repayment including cash on hand

$1.1 bb debt reduction. Assum 9.5% interest, saves $105mm annually

or $$26mm quarterly -- reduces qtr interst to $122 from $148

FSL still shows a quarterly loss

Valuation Ratios

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Annualizing March 3 mos

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

Freescale Semi (FSL)

$5,520

1.2

-9200

-1.3

-1.2

18%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

1.5

2

2

1

6.5

6 mos

1 mos

30 day high

6 month high

high

high

May 18

% change

% change

NeoPhotonic (NPTN)*

$20.55

$11.29

$9.06

-20%

-56%

Finisar (FNSR)

$43.23

$28.48

$23.66

-17%

-45%

JDS Uniphase (JDSU)

$28.16

$22.21

$20.42

-8%

-27%

NXP Semi NV (NXPI)

$34.18

$34.10

$28.68

-16%

-16%

STMicroelect (STM)

$13.47

$12.50

$11.58

-7%

-14%

Texas Instum (TXN)

$36.56

$35.50

$35.17

-1%

-4%

ON Semi (ONNN)

$11.79

$11.79

$11.64

-1%

-1%

Total: 7 semiconductor cos

Average loss

-10%

-23%

*NPTN IPO'd Feb 2, 2011

Valuation Ratios

IPO Mrkt

Price /

Price /

Price /

Price /

Gross

annualizing Dec 3 mos

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

Margin %

Texas Instum (TXN)

$41,130

3.0

15

3.9

4.4

54%

JDS Uniphase (JDSU)

$4,720

2.6

31

4.6

7.0

43%

Finisar (FNSR)

$2,120

2.0

28

3.3

3.4

34%

NXP Semi NV (NXPI)

$7,200

1.7

10

6.4

-2.6

42%

ON Semi (ONNN)

$5,180

1.5

17

3.5

5.6

41%

Freescale Semi (FSL)

$5,520

1.2

-9200

-1.3

-1.2

41%

NeoPhotonic (NPTN)*

$223

1.1

-28

1.1

1.4

28%

STMicroelect (STM)

$10,540

1.0

16

1.3

1.7

38%

*NPTN IPO'd Feb 2, 2011