Tessera announces letter of intent with O-Film
Tessera Technologies, Inc. has entered into a non-binding letter of intent (LOI) with Shenzhen O-Film Tech Co., Ltd. for the sale of certain patents and equipment assets related to Tessera's wholly-owned subsidiary DigitalOptics Corporation.
In addition, the LOI contemplates a patent license agreement related to MEMS and camera module technology, as well as a license agreement related to certain software features of Tessera's FotoNation business.
The LOI also contemplates that O-Film will assume or sublease DigitalOptics' facility lease in Arcadia, California. Additionally, both Tessera and O-Film are working towards establishing a long-term collaborative relationship between the two companies.
"This transaction with O-Film will enable us to continue to focus on our core competencies in IP licensing and imaging and we are pleased to have identified such a high-quality partner as O-Film for these valuable imaging assets," says Thomas Lacey, Chief Executive Officer, Tessera Technologies, Inc. "O-Film is a leading developer of optical components and digital cameras in China. We are hopeful that a final agreement can be reached, and look forward to working with O-Film in the future."
Pursuant to the terms of the agreement, the total consideration for this transaction is $50 million. O-Film made an initial deposit of $5 million in connection with the signing of the LOI, which will be credited towards the total consideration. The balance of $45 million is to be paid upon closing of the transaction. O-Film will pay the purchase price with its cash at hand.
The agreement is non-binding with respect to the completion of a proposed transaction and implies no legal obligations to either party to complete such a transaction. A transaction may or may not be completed and the terms of the transaction are subject to Tessera's and O-Film's negotiation of a definitive agreement.