Lattice Semiconductor to buy AMI for $1.65 billion in cash and stock, expanding cloud and AI management

Lattice Semiconductor said it has entered into a definitive agreement with THL Partners to acquire AMI, described as a leader in platform firmware and infrastructure manageability for cloud and AI, in a cash-and-stock deal valued at $1.65 billion. The transaction, structured on a cash-free, debt-free basis, is intended to broaden Lattice’s secure management and control offerings across server, AI and cloud applications.

The companies said the combination pairs Lattice’s low power FPGAs with AMI’s platform firmware and infrastructure manageability software to offer a more complete portfolio for secure management and control.

They said the combined capabilities aim to address data center modularity, complexity, uptime and deployment challenges while maintaining silicon-agnostic companion chips and solutions for compute, communications, industrial and embedded markets. Upon closing, the companies expect customers to gain an expanded set of solutions for secure management, flexible control, predictive maintenance and faster time to market.

Lattice expects the acquisition to be accretive to gross margin, free cash flow and EPS on a non-GAAP basis. It also said the deal supports its trajectory toward a more than $1 billion annual revenue run rate by the fourth quarter of 2026. AMI is expected to generate over $200 million in revenue in 2026, according to the announcement.

Under the terms of the agreement, Lattice plans to pay $1.0 billion in cash and approximately $650 million in shares of its common stock, subject to customary adjustments set forth in the definitive agreement. The number of shares to be issued will adjust based on Lattice’s trading price prior to completion, with a minimum of approximately 5.2 million and a maximum of approximately 6.1 million shares.

That range 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 company’s common stock as of May 1, 2026 of $120.96. The transaction is expected to close in the third quarter of 2026, subject to the satisfaction of customary closing conditions, including the receipt of applicable regulatory approvals.

AMI is currently majority owned by THL Partners. “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,” said Ford Tamer, Lattice’s president and chief executive officer.

AMI CEO Sanjoy Maity said the combination would extend the reach of AMI’s platform firmware and infrastructure manageability solutions while “maintaining the open, silicon-agnostic, multi-vendor support our customers value,” adding that together the companies aim to deliver more complete and integrated management and control solutions.