Core Viewpoint - SEALSQ Corp, a member of the WISeKey Group, has signed a Share Purchase Agreement to acquire 100% of IC'ALPS, a specialist in ASIC design and supply, indicating a strategic move to enhance its capabilities in semiconductor and post-quantum technology solutions [1][2]. Group 1: Acquisition Details - The acquisition of IC'ALPS is the result of exclusive negotiations that began on February 27, 2025, and is now subject to regulatory approval from the French Ministry of the Economy [2]. - The transaction is expected to be completed in the third quarter of 2025, pending the satisfaction of closing conditions [3]. Group 2: About IC'ALPS - IC'ALPS is based in Grenoble, France, and specializes in Application Specific Integrated Circuits (ASIC) and Systems on Chip (SoC) development, offering a complete service from circuit specification to production supply chain management [4]. - The company employs over 100 engineers with expertise in various circuit technologies, including analog, digital, and mixed-signal circuits, and operates with multiple foundries [4]. Group 3: About SEALSQ - SEALSQ is recognized for its innovations in Post-Quantum Technology, focusing on hardware and software solutions that integrate semiconductors and Public Key Infrastructure (PKI) [5][6]. - The company aims to address security challenges posed by quantum computing by developing quantum-resistant cryptography and semiconductors for various applications, including healthcare, automotive, and industrial systems [6]. Group 4: About WISeKey - WISeKey International Holding Ltd is a global leader in cybersecurity, digital identity, and IoT solutions, operating through several subsidiaries, including SEALSQ [9][10]. - The company has deployed over 1.6 billion microchips across various IoT sectors, playing a crucial role in securing the Internet of Everything [10].

Core Viewpoint - SEALSQ Corp has signed a Share Purchase Agreement to acquire 100% of IC'ALPS SAS, enhancing its capabilities in ASIC development to meet growing sector demand [2][4]. Company Overview - SEALSQ Corp specializes in semiconductors, PKI, and Post-Quantum technology solutions, focusing on quantum-resistant cryptography to address security challenges posed by advancing quantum computing [7][8]. - IC'ALPS SAS is an ASIC design and supply specialist based in France, providing a comprehensive range of services from circuit specification to production supply chain management [6]. Acquisition Details - The acquisition of IC'ALPS is expected to add approximately 100 skilled employees and is anticipated to be completed in the third quarter of 2025, pending regulatory approval [4][5]. - The SPA follows a period of exclusive negotiations that began on February 27, 2025, with the main terms remaining applicable as announced on May 22, 2025 [3]. Strategic Implications - This acquisition is aimed at reinforcing SEALSQ's commitment to ASIC development, which is crucial for meeting the increasing demand in various sectors including medical, industrial, automotive, and IoT [4][6]. - IC'ALPS has expertise in analog, digital, and mixed-signal circuits, which will complement SEALSQ's existing capabilities in semiconductor technology [6].

Core Viewpoint - SEALSQ Corp is in exclusive negotiations to acquire 100% of IC'ALPS SAS, a specialist in ASIC design and supply, to enhance its capabilities in semiconductor technology and meet growing sector demand [1][2]. Group 1: 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 for IC'ALPS is EUR 12.5 million, consisting of EUR 10 million in cash and EUR 2.5 million in SEALSQ shares, with an earn-out payment of up to EUR 4 million based on revenue performance [6]. - The acquisition is expected to add approximately 100 skilled employees from IC'ALPS' centers in Grenoble and Toulouse [2]. Group 2: 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 audited revenue of EUR 8.465 million and a net income of EUR 318,000 for 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]. - Material adjustments are anticipated upon converting IC'ALPS' financials from French GAAP to US GAAP, affecting net sales, operating expenses, and balance sheet items [5]. Group 3: About IC'ALPS - IC'ALPS specializes in ASIC and SoC development, providing a comprehensive service from circuit specification to production supply chain management [7]. - The company employs over 100 engineers with expertise in various circuit technologies and serves multiple sectors including medical, industrial, automotive, and IoT [7]. - IC'ALPS holds several certifications and partnerships, enhancing its credibility and operational capabilities in the semiconductor industry [7]. Group 4: About SEALSQ - SEALSQ is focused on Post-Quantum Technology, integrating semiconductors and PKI to address security challenges posed by quantum computing [8][9]. - The company is developing Post-Quantum Semiconductors designed to protect sensitive data across various applications, ensuring resilience against quantum threats [9].