Core Viewpoint - WISeKey International Holding Ltd is in exclusive negotiations to acquire 100% of IC'ALPS, a specialist in ASIC design and supply, to enhance its semiconductor capabilities and meet growing sector demand [1][2]. Acquisition Details - The acquisition is based on a Letter of Intent and is subject to a Share Purchase Agreement and closing conditions [2]. - The fixed purchase price is set at EUR 12.5 million, consisting of EUR 10 million in cash and EUR 2.5 million in SEALSQ shares, with an additional earn-out payment of up to EUR 4 million based on IC'ALPS achieving revenue over EUR 11 million in 2025 [6]. Financial Performance of IC'ALPS - For the year ended December 31, 2024, IC'ALPS reported draft unaudited revenue of EUR 9.756 million and a net loss of EUR 2.016 million, compared to revenue of EUR 8.465 million and a net income of EUR 318,000 in 2023 [3]. - Excluding sales to SEALSQ, the net loss for 2024 would increase to EUR 2.631 million, while the net income for 2023 would turn into a net loss of EUR 850,000 [4]. Strategic Importance - The acquisition is expected to add approximately 100 skilled employees from IC'ALPS, enhancing SEALSQ's capabilities in ASIC development [2]. - IC'ALPS operates in various sectors including medical, industrial, automotive, IoT, and digital identity, which aligns with SEALSQ's focus on post-quantum technology [8][10].