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Mindspeed(R) Reports Inducement Equity Grant Under NASDAQ Marketplace Rule 4350


Mindspeed Technologies

2008-07-25 18:35:00

Mindspeed(R) Reports Inducement Equity Grant Under NASDAQ Marketplace Rule 4350

Mindspeed® Reports Inducement Equity Grant Under NASDAQ Marketplace Rule 4350

NEWPORT BEACH, CA–(EMWNews – July 25, 2008) – Mindspeed Technologies, Inc. (NASDAQ: MSPD), a leading supplier of semiconductor solutions for network

infrastructure applications, today announced that on July 24, 2008, the

Compensation and Management Development Committee of its Board of Directors

granted Bret Johnsen, Mindspeed’s new senior vice president, chief

financial officer and treasurer, an award of stock options for 200,000

shares of Mindspeed common stock. The stock options will vest 1/4 on the

first anniversary of the grant date and 1/48 each month thereafter over the

remaining three-year period and have an exercise price of $3.87, which was

the closing price of Mindspeed’s common stock on the date of grant. The

option grant has an expiration date of July 24, 2016.

The anticipated grant of stock options, which was a material inducement to

Johnsen’s employment with Mindspeed, was previously disclosed on

Mindspeed’s Form 8-K filed in connection with Johnsen’s appointment as

Mindspeed’s chief financial officer on June 13, 2008.

Mindspeed’s Compensation and Management Development Committee, which is

solely comprised of independent directors, approved the grant of stock

options pursuant to a stand-alone option agreement and in accordance with

NASDAQ Marketplace Rule 4350(i)(1)(A)(iv).

About Mindspeed Technologies®

Mindspeed Technologies, Inc. designs, develops and sells semiconductor

networking solutions for communications applications in enterprise, access,

metropolitan and wide area networks.

The company’s three key product families include high-performance analog

transmission and switching solutions, multiservice access products designed

to support voice and data services across wireline and wireless networks,

and WAN communications solutions including T/E carrier physical-layer and

link-layer devices as well as ATM/MPLS network processors.

Mindspeed’s products are used in a wide variety of network infrastructure

equipment including voice and media gateways, high-speed routers, switches,

access multiplexers, cross-connect systems, add-drop multiplexers and

digital loop carrier equipment.

To learn more, visit us at

Safe Harbor Statement

This press release contains statements relating to future results of

Mindspeed Technologies, Inc. (including certain projections and business

trends) that are “forward-looking statements” within the meaning of Section

27A of the Securities Act of 1933, as amended, and Section 21E of the

Securities Exchange Act of 1934, as amended, and are subject to the “safe

harbor” created by those sections. Words such as “expect,” “anticipate,”

“outlook,” “could,” “target,” “project,” “intend,” “plan,” “believe,”

“seek,” “estimate,” “should,” “may,” “assume,” “continue,” variations of

such words and similar expressions are intended to identify such

forward-looking statements. Actual results, and actual events that occur,

may differ materially from those projected in any forward-looking statement

as a result of certain risks and uncertainties. These risks and

uncertainties include, but are not limited to: market demand for our new

and existing products and our ability to increase our revenues; our ability

to further generate cash; availability and terms of capital needed for our

business; downturns in the semiconductor industry; political and economic

uncertainties affecting our foreign operations; our ability to maintain

operating expenses within anticipated levels; constraints in the supply of

wafers and other product components from our third-party manufacturers; our

ability to successfully and cost effectively establish and manage

operations in foreign jurisdictions; our ability to attract and retain

qualified personnel; successful development and introduction of new

products; our ability to successfully integrate acquired businesses and

realize the anticipated benefits from such acquisitions; our ability to

obtain design wins and develop revenues from them; pricing pressures and

other competitive factors; industry consolidation; order and shipment

uncertainty; changes in our customers’ inventory levels and inventory

management practices; fluctuations in manufacturing yields; product

defects; and intellectual property infringement claims by others and the

ability to protect our intellectual property, as well as other risks and

uncertainties, including those detailed under the heading “Risk Factors”

and in other sections of our Form 10-Q for the quarter ended March 28,

2008, which is on file with the Securities and Exchange Commission, and in

our other current and periodic reports filed from time to time with the

Securities and Exchange Commission. All forward-looking statements in this

press release are made as of the date hereof, based on information

available to Mindspeed as of the date hereof, and we assume no obligation

to update any forward-looking statement.

Tom Stites
Mindspeed Technologies, Inc.
(949) 579-3650

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