On the evening of September 16, Winbond Electronics held a press conference to announce that it has signed a share purchase agreement with Infineon Technologies LLC, a subsidiary of Infineon Technologies AG, to acquire 100% equity in Infineon's NOR Flash and F-RAM business (hereinafter referred to as the "Target Company") in an all-cash transaction. The base transaction price is USD 1.12 billion, which will be adjusted prior to closing in accordance with the relevant provisions stipulated in the share purchase agreement. This transaction has been approved by the Board of Directors of Winbond.
Winbond Electronics expects that this transaction will further expand its global R&D resources and strengthen its global supply capabilities and customer service. Winbond anticipates recruiting professional talent from more than 10 countries and further expanding its supply chain partners. Headquartered in San Jose, California, USA, the Target Company boasts over 30 years of extensive experience in the memory solutions field and is highly trusted by customers with its comprehensive and differentiated product portfolio. Upon completion of this transaction, the Target Company will operate under the name "Spansion".
The transaction is expected to be completed in the second half of 2027, subject to the satisfaction of various closing conditions set forth in the share purchase agreement, including obtaining necessary approvals from competent authorities. Upon completion of the transaction, Winbond will directly or indirectly hold 100% equity in the Target Company. The Target Company will continue to operate independently under its existing business model, with the United States as its headquarters.
At the same time, Infineon officially announced the news as well.
Peter Schiefer, President of Infineon's Automotive business division, stated, "This transaction holds highly attractive strategic value for all stakeholders. It enables Infineon to further focus on its core growth drivers and optimize its product portfolio and capital allocation. At the same time, it also allows our NOR Flash and F-RAM businesses to fully unleash their potential."
Infineon will continue to provide a range of specialty memory solutions, including radiation-hardened memory solutions based on SRAM, HYPERRAM™, nvSRAM, and SONOS technologies. These technologies remain a crucial part of Infineon's product portfolio in automotive, industrial, infrastructure, aerospace, and defense applications, which includes high-reliability memory solutions provided for space missions.
Spansion, the Former Dominator of the NOR Flash Market
Spansion was once the dominant player in the global NOR Flash market, and its history can be described as a dramatic saga of rise and fall in the semiconductor industry. Born from a joint venture between two giants, it once reached the pinnacle, only to plunge into the abyss of bankruptcy due to drastic market changes, and ultimately exited through an acquisition after restructuring.
The deep cooperation between the US and Japanese semiconductor industries is ingrained in Spansion's DNA. Its roots can be traced back to 1993, when AMD and Fujitsu jointly established the manufacturing joint venture FASL (Fujitsu AMD Semiconductor Limited), combining AMD's flash memory technology with Fujitsu's process and capacity advantages.
This cooperation was upgraded in 2003. Facing fierce competition and price pressure in the flash memory market, both parties decided to completely merge their respective flash memory businesses, establishing FASL LLC and launching a unified global product brand, "Spansion". In the new company, AMD held a 60% stake and Fujitsu held a 40% stake. Headquartered in Sunnyvale, California, it had approximately 7,000 employees and nearly USD 3 billion in assets.
Right at the inception of the joint venture, Spansion established its technological leadership with its MirrorBit technology. It rapidly became the world's largest NOR Flash supplier. This type of flash memory, with its fast read speeds and high reliability, was the ideal choice for storing code in feature phones and embedded devices at the time.
In December 2005, Spansion was officially spun off from AMD and Fujitsu and independently listed on the NASDAQ, ushering in its highlight moment. Its customers covered numerous leading manufacturers in the wireless, automotive, networking, and consumer electronics sectors.
However, the market tide soon shifted rapidly. Given the rise of smartphones, NAND Flash gradually became the mainstream for data storage due to its lower cost and larger capacity, while the NOR Flash market that Spansion adhered to continued to shrink. Meanwhile, the global financial crisis exacerbated the plunge in demand for electronic products.
Plagued by both internal and external difficulties, Spansion filed for Chapter 11 bankruptcy protection in March 2009. The bankruptcy process was accompanied by severe pain: the company laid off 3,000 employees in February 2009 without paying severance, sparking huge controversy.
In February 2009, the newly appointed CEO John Kispert, taking on the critical mission, led the company on a difficult path of restructuring. In May 2010, Spansion successfully emerged from bankruptcy protection, its old shares were canceled, and it was relisted on the New York Stock Exchange under the ticker symbol "CODE".
The restructured Spansion no longer relied solely on NOR Flash, but actively transformed towards embedded systems. A key step was the acquisition of Fujitsu's microcontroller and analog business in 2013, expanding its business footprint into the MCU (Microcontroller Unit) and analog chip fields for the automotive and industrial markets, attempting to build an integrated solution of "memory + MCU + analog".
Despite successfully rescuing itself, the path of independent development remained arduous. In December 2014, another chipmaker, Cypress Semiconductor, announced the acquisition of Spansion in an all-stock transaction valued at approximately USD 1.6 billion.
This transaction was regarded by both parties as a "merger of equals". The combined company retained the name Cypress, led by Cypress CEO T.J. Rodgers, with Spansion Chairman Ray Bingham serving as non-executive chairman. The transaction was completed in 2015, marking the official end of Spansion's history as an independent company. The combined company, with annual sales exceeding USD 2 billion, aimed to seize opportunities in the automotive and embedded systems markets.
In June 2019, Infineon announced the acquisition of Cypress for a total consideration of EUR 9 billion. The transaction was officially completed on April 16, 2020, and the original Spansion business thus became Infineon's NOR Flash and F-RAM business.
Why Is Winbond Electronics Reviving "Spansion"?
As mentioned earlier, Spansion, born in 2003, is a highly weighty name in the semiconductor industry and was once the dominant player in the global NOR Flash market. Winbond Electronics' acquisition of Infineon's NOR Flash and F-RAM business directly inherits Spansion's legacy in terms of technology, products, and customer relationships. These assets still carry Spansion's technological DNA and customer trust. This is also why Winbond Electronics plans to restore the name "Spansion" after completing the acquisition of the Target Company.
Winbond Electronics Chairman and CEO John Shih stated in a declaration, "We are thrilled to reinstate 'Spansion' as the name and trademark of the Target Company. Spansion was once a pioneer in the memory industry, creating multiple innovative achievements and technological breakthroughs, and making significant contributions to the development of the information technology industry. We are deeply honored to inherit this mission once again under the name 'Spansion'."
For Winbond Electronics, investing heavily to revive "Spansion" involves sentiment and brand value as just one factor; however, the deeper reason is that amid the AI boom, the super prosperity of the memory chip market is spreading to the NOR Flash market. Meanwhile, AI is also reshaping the supply and demand landscape of NOR Flash. As the world's top NOR Flash vendor by market share, Winbond Electronics will directly acquire existing customers and supply chain relationships in the US and Europe through this acquisition.
According to the latest research by TrendForce, the demand for NOR Flash per AI server is approximately 3 to 5 times that of a traditional server.
There are two key reasons behind this: AI servers are equipped with a large number of Retimer chips, and each Retimer requires an independent NOR Flash to load firmware, which directly drives up the demand for high-capacity and Octal SPI NOR; GPUs and communication equipment also require NOR Flash to store the basic programs needed for booting and running components.
Beyond the server side, the penetration of AI into terminal devices is also driving NOR Flash demand. The scale of models and firmware in Edge AI devices that require edge-side inference (such as AI smartphones, AI PCs, robots, etc.) is several times larger than before, directly boosting the demand for high-density NOR Flash.
Although market demand is strong, the supply in the NOR Flash market is relatively limited. After years of competition, the relevant suppliers have been reduced to only a few, resulting in highly concentrated market share. For instance, the top three vendors—Winbond Electronics, GigaDevice, and Macronix—collectively account for 61.5% of the global market share.
According to TrendForce's latest report, the average cumulative increase in NOR Flash contract prices in the first half of 2026 reached 100-120%, and it is estimated that the price trends for products of different capacities will diverge in the second half of the year. High-capacity products of 256Mb and above have strong demand from AI servers, automotive, and other sectors. Coupled with the limited addition of new bits from major supply vendors, the average price in the second half of the year is estimated to still have an upside space of 90-110%.
Editor: Xinzhixun - Langkejian