Comtech Telecommunications Corp. Completes Acquisition of TeleCommunication Systems, Inc.
MELVILLE, N.Y.--(BUSINESS WIRE)--
February 23, 2016-- Comtech Telecommunications Corp. (NASDAQ:CMTL or
"Comtech") today announced it has closed its strategic and cash
accretive acquisition of TeleCommunication Systems, Inc. ("TCS"). TCS
stockholders received $5.00 per share in cash. As a result of the
completion of the merger, the common stock of TCS is no longer listed
for trading on the NASDAQ Global Market or any other exchange and
trading ceased at the close of the markets on February 23, 2016.
TCS stockholders who hold shares through a bank or broker will not have
to take any action to have their shares converted into cash, since these
conversions will be handled by the bank or broker. Stockholders who hold
stock certificates can surrender their certificates for $5.00 per share
in cash, without interest and less any applicable withholding taxes,
through the paying agent for the merger, American Stock Transfer & Trust
Company, LLC.
Dr. Stanton Sloane, President and Chief Executive Officer of Comtech,
commented, "We are excited to close the acquisition of TCS. The
acquisition provides a transformational opportunity for Comtech and is a
significant step in our strategy of entering complementary markets and
expanding our domestic and international commercial offerings."
Dr. Sloane added, "We continue to work hand in hand with TCS to
integrate our two great companies and look forward to providing
additional information about the close of the transaction on our second
quarter financial results conference call which is scheduled to occur in
March 2016."
About Comtech Telecommunications Corp.
Comtech Telecommunications Corp. designs, develops, produces and markets
innovative products, systems and services for advanced communications
solutions. Comtech sells products to a diverse customer base in the
global commercial and government communications markets. Comtech
believes it is a leader in most of the market segments that it serves.
Certain information in this press release contains forward-looking
statements regarding Comtech, including but not limited to, information
relating to Comtech's future performance and financial condition, plans
and objectives of Comtech's management and Comtech's assumptions
regarding such future performance, financial condition, plans and
objectives that involve certain significant known and unknown risks and
uncertainties and other factors not under Comtech's control which may
cause actual results, future performance and financial condition, and
achievement of plans and objectives of Comtech's management to be
materially different from the results, performance or other expectations
implied by these forward-looking statements. These factors include,
among other things: the possibility that the expected synergies from the
proposed merger will not be realized, or will not be realized within the
anticipated time period; the risk that Comtech's and TCS' businesses
will not be integrated successfully; the possibility of disruption from
the merger making it more difficult to maintain business and operational
relationships or retain key personnel; any actions taken by either of
the companies, including but not limited to, restructuring or strategic
initiatives (including capital investments or asset acquisitions or
dispositions); the timing of receipt of, and Comtech's performance on,
new orders that can cause significant fluctuations in net sales and
operating results; the timing and funding of government contracts;
adjustments to gross profits on long-term contracts; risks associated
with international sales, rapid technological change, evolving industry
standards, frequent new product announcements and enhancements, changing
customer demands, and changes in prevailing economic and political
conditions; risks associated with Comtech's legal proceedings and other
matters; risks associated with Comtech's obligations under its revolving
credit facility and acquisition debt; and other factors described in
Comtech's and TCS' filings with the SEC.
Media Contact for Comtech Telecommunications
Corp.: Michael D. Porcelain, Senior Vice
President and Chief Financial Officer (631) 962-7103 Info@comtechtel.com