SAN JOSE, Calif.—June 18, 1999—Xilinx, Inc. (NASDAQ:XLNX) today announced it has signed a letter of intent with Philips Semiconductors to acquire Philips Semiconductors' line of low-power complex programmable logic devices (CPLDs). 

Under the terms of the agreement, Xilinx would purchase the Philips Semiconductors' CoolRunnerÔ CPLD technology as well as the Philips Semiconductors' XPLAÔ Professional suite of design tools. The companies did not disclose financial terms of the proposed purchase agreement. Xilinx said the acquisition is not expected to dilute the company's financial performance. 

Xilinx intends to retain approximately 40 Philips employees associated with CoolRunner product development, including an IC development team in Albuquerque, New Mexico, and a software tools team in Sunnyvale, California. The acquisition is subject to the negotiation of definitive agreements, normal regulatory and final board approvals, and other closing conditions. 

Under the proposed agreement, Philips Semiconductors would retain the right to incorporate the Fast Zero PowerÔ technology used in the CoolRunner CPLDs in embedded applications such as system-on-chip designs. The CoolRunner products would continue to be made at Philips Semiconductors' wafer fabs in Europe and at Taiwan Semiconductor Manufacturing Corporation in Taiwan. Xilinx intends to market the products under the current CoolRunner XPLA product name. 

The CoolRunner line is the first family of CPLD products to combine very low power with high speed, high density and high I/O counts in a single device. The CoolRunner line features Fast Zero Power technology, allowing the devices to draw virtually no power in standby mode, making them ideal for the fast growing market for battery operated portable electronic equipment such as laptop PCs, telephone handsets, personal digital assistants and electronic games. 

The CoolRunner CPLDs also use far less dynamic power during actual operation compared to conventional CPLDs, an important feature for high performance, heat sensitive equipment such as telecom switches, video conferencing systems, simulators, high end testers and emulators. 

"Our current family of XC9500 CPLDs has given Xilinx a competitive advantage in speed and price," said Evert Wolsheimer, vice president and general manager of the Xilinx CPLD Business Unit. "With the CoolRunner devices in our portfolio, we also would have a commanding position in the areas of low power and high density CPLDs. As a programmable logic supplier, Xilinx would now be able to offer everything from 22V10s and CPLDs to million-gate FPGAs. This acquisition also would provide Xilinx with an additional talented engineering team to help us continue to develop advanced products for our customers." 

"This agreement allows Philips Semiconductors to better focus its efforts in the company's core areas such as consumer, telecommunications and automotive markets, as well as in the discrete, logic, and microcontroller product line," said Arthur van der Poel, Chairman and CEO of Philips Semiconductors. "Additionally, we look forward to working with Xilinx on future joint developments such as system-on-chip designs." 

The CoolRunner line offers the largest CPLD available today, the CoolRunner PZ3960 device with 960 macrocells. The CoolRunner devices are available in 3.3-volt and 5-volt versions with densities ranging from 32 to 960 macrocells. The offering also includes 3.3-volt and 5-volt 22V10 CoolRunner devices. 

About Philips Semiconductors 

Philips Semiconductors, a division of Royal Philips Electronics, headquartered in Eindhoven, The Netherlands, is the eighth largest semiconductor supplier in the world. Philips Semiconductors' innovations in digital audio, video, and mobile technology position the company as a leader in the consumer, multimedia and wireless communications markets. Sales offices are located in all major markets around the world and are supported by systems labs. Additional information on Philips Semiconductors can be obtained by accessing its home page at http://www-us.semiconductors.philips.com 

About Xilinx 

Xilinx is the leading innovator of complete programmable logic solutions, including advanced integrated circuits, software design tools, predefined system functions delivered as cores, and unparalleled field engineering support. Founded in 1984 and headquartered in San Jose, Calif., Xilinx invented the field programmable gate array (FPGA) and commands more than half of the world market for these devices today. Xilinx solutions enable customers to reduce significantly the time required to develop products for the computer, peripheral, telecommunications, networking, industrial control, instrumentation, high-reliability/military, and consumer markets. For more information, visit the Xilinx Web site at www.xilinx.com. 

Except for historical information contained herein, the matters set forth in the press release, such as statements relating to the completion of the purchase transaction, or future sales, technology or market leadership, are forward looking statements that are subject to risks and uncertainties that may cause actual results to differ materially, including the ability of the parties to successfully negotiate and consummate the definitive agreements in connection with the proposed acquisition, the ability of Xilinx to hire the personnel required to operate the acquired business, general economic and market conditions, foundry capacity, and the timing and the likelihood of regulatory approvals related to the proposed acquisition, and other risks detailed from time to time in Xilinx SEC reports.