공고 • Jul 27
Lattice Semiconductor Corporation (NasdaqGS:LSCC) completed the acquisition of an unknown majority stake in American Megatrends International, LLC from Thl Fund IX Coinvestment Partners, L.P. and THL Automation Fund, L.P., funds managed by Thomas H. Lee Partners, L.P.
Lattice Semiconductor Corporation (NasdaqGS:LSCC) entered into a definitive agreement to acquire an unknown majority stake in American Megatrends International, LLC from Thl Fund IX Coinvestment Partners, L.P. and THL Automation Fund, L.P., funds managed by Thomas H. Lee Partners, L.P. for $1.7 billion on May 4, 2026. Under the terms of the definitive agreement, Lattice plans to acquire AMI on a cash-free, debt- free basis for total consideration of $1.65 billion, consisting of $1.0 billion in cash and approximately $650 million in shares of Lattice common stock, subject to customary adjustments set forth in the definitive agreement. Pursuant to the definitive agreement, the number of shares of Lattice common stock to be issued adjusts based on the trading price of Lattice’s common stock prior to the completion of the acquisition, subject to a minimum of approximately 5.2 million shares and a maximum of approximately 6.1 million shares, which includes certain Lattice equity awards to be granted to AMI employees with an estimated aggregate value of approximately $57.3 million based on the closing price of the Lattice Semiconductor's common stock as of May 1, 2026 of $120.96. The Lattice Semiconductor intends to fund the cash component of the transaction through a combination of cash from its balance sheet as well as proceeds of a new debt financing. Wells Fargo Bank, N.A., Wells Fargo Securities, LLC and Morgan Stanley Senior Funding, Inc. committed to provide a senior secured 364-day term loan facility in an aggregate principal amount of up to $950 million and a senior secured revolving credit facility in an aggregate principal amount of up to $200 million.
The transaction is subject to the satisfaction of customary closing conditions, including the receipt of applicable regulatory approvals, expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. The transaction is expected to close in the third quarter of 2026. Lattice expects the acquisition to be accretive to gross margin, free cash flow, and EPS on a non-GAAP basis.
Morgan Stanley acted as financial advisor for Lattice Semiconductor Corporation. J.P. Morgan Securities LLC acted as financial advisor for American Megatrends International, LLC. Tony Jeffries, Rob Ishii, Amanda Urquiza, Kathleen Rothman, Barath Chari, Sriram Krishnamurthy, Jason Storck, Myra Sutanto Shen, Jamillia Ferris, Stephen Heifetz, Tarek Helou, Matt Staples, Susan Reinstra, Remi Korenblit, Hallee Moore, Ikechi Ngwangwa, Jeremy Sharp, Matt Maricic, Joseph Catapano, Stefan Geirhofer, Mary O'Brien, Megan Schilling, Jessica Bliss, Aren Balabanian, Joy Cheng, Brendan Coffman, Kimberley Biagioli, Anne Seymour, Seth Cowell, Abigail Hermes, Michael O'Brien, Alex Corluyan of Wilson Sonsini Goodrich & Rosati, P.C. acted as legal advisor for Lattice Semiconductor Corporation. Scott A. Abramowitz, Alexander (Sandy) Boer, William M. Shields, Tristan Evans-Wilent, Kyle Higley, Jacqueline Grise, Ruchit Patel, Gregory L. Demers, Fran Faircloth of Ropes & Gray LLP acted as legal advisor for American Megatrends International, LLC.
Lattice Semiconductor Corporation (NasdaqGS:LSCC) completed the acquisition of an unknown majority stake in American Megatrends International, LLC from Thl Fund IX Coinvestment Partners, L.P. and THL Automation Fund, L.P., funds managed by Thomas H. Lee Partners, L.P. on July 27, 2026. THL made a majority investment in AMI in 2024 through both THL Equity Fund IX and THL Automation Fund .