Lattice Semiconductor set to acquire AMI in $1.65bn deal

Lattice Semiconductor has entered a definitive agreement to acquire AMI from THL Partners for $1.65bn, in a move to consolidate its position in the cloud infrastructure, AI, and server management sectors.

AMI, which is majority-owned by THL Partners, is known for its platform firmware and infrastructure manageability solutions for cloud and AI environments. The company is forecast to generate over $200m in revenue this year.

Under the terms of the deal, the Nasdaq-listed Lattice will acquire AMI on a cash-free and debt-free basis. The transaction will be settled with $1bn in cash and approximately $650m in Lattice common shares.

The final number of shares to be issued will depend on Lattice’s stock price prior to closing, with the range set between 5.2 million and 6.1 million shares. This includes equity awards to AMI employees valued at around $57.3m, calculated using Lattice’s share price of $120.96 as of 1 May 2026.

Lattice expects to finalise the acquisition in the third quarter of 2026, pending regulatory approvals and customary closing conditions.

The integration is designed to combine AMI’s firmware and orchestration capabilities with Lattice’s low-power field-programmable gate array (FPGA) portfolio. This will create a set of secure management and control solutions aimed at addressing operational needs in cloud data centres, AI platforms, and modular server infrastructures.

The combined company will focus on meeting the increasing challenges posed by modularity, deployment, uptime, and predictive maintenance in complex data centre environments.

AMI CEO Sanjoy Maity said: “Lattice and AMI share a long history of collaboration and a common vision for secure system design. This combination allows us to build on that foundation, extending the reach of AMI’s platform firmware and infrastructure manageability solutions while maintaining the open, silicon‑agnostic, multi‑vendor support our customers value.

“Together, we believe we can deliver more complete and integrated management and control solutions for the systems being designed today – and tomorrow.”

Lattice states the acquisition will be accretive to gross margin, free cash flow, and non-GAAP earnings per share. The company says the transaction is aligned with its target of reaching a $1bn-plus annual revenue run rate by the fourth quarter of 2026.

Lattice president and CEO Ford Tamer said: “Our acquisition of AMI advances our everywhere companion chip strategy and shared vision to deliver secure management and control solutions that help customers deploy complex systems faster and with greater confidence – with expanded design choice and flexibility.

“AMI’s expertise in firmware and infrastructure for cloud and AI is a natural extension of our portfolio, deepening our role in system-level security, manageability, and control. We expect our combined capabilities to create significant value for our customers and shareholders.”

Morgan Stanley & Co. served as exclusive financial adviser and Wilson Sonsini Goodrich & Rosati acted as legal counsel for Lattice, with committed financing provided by Wells Fargo and Morgan Stanley. J.P. Morgan Securities was exclusive financial adviser and Ropes & Gray provided legal counsel for AMI.

Separately, Lattice announced its financial results for the first quarter of fiscal 2026 with revenue of $170.9m. The company reported a GAAP gross margin of 68.8% and GAAP net income of $21.8m, or $0.16 per diluted share, with a GAAP net income margin of 12.8%.

On a non-GAAP basis, gross margin was 70%, with net income per diluted share of $0.41. Adjusted EBITDA totalled $67.8m for the quarter, equivalent to an adjusted EBITDA margin of 39.6%.

Lattice also reported GAAP net cash flow from operating activities of $50.3m, with an operating cash flow margin of 29.4%, and non-GAAP free cash flow of $39.7m, with a free cash flow margin of 23.2%.

"Lattice Semiconductor set to acquire AMI in $1.65bn deal" was originally created and published by Verdict, a GlobalData owned brand.

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