[SatNews] A major acquisition by this Company leads them into more SatCom and mobile networking opportunities...
Honeywell (NYSE: HON) has signed a definitive agreement to acquire EMS Technologies, Inc. (NASDAQ: ELMG), a leading provider of connectivity solutions for mobile networking, rugged mobile computers, and satellite communications, for $33 per share in cash, or an aggregate purchase price of approximately $491 million, net of cash acquired. The purchase price translates to approximately 13 times EMS's 2010 earnings before interest, taxes, depreciation and amortization (EBITDA), or approximately 9 times 2010 EBITDA excluding certain corporate costs. The agreement provides for a subsidiary of Honeywell to commence a tender offer within 10 business days to purchase all outstanding shares of EMS. The acquisition will enhance Honeywell's existing capabilities in rugged mobile computing technologies and satellite communications within its Automation and Control Solutions (ACS) and Aerospace businesses. EMS's $181 million Global Resource Management (GRM) division provides highly ruggedized mobile computing products and services for use in transportation, logistics, and workforce management settings as well as secure satellite-based asset tracking and messaging technology for search and rescue, warehousing, and field force automation environments. Through its $174 million Aviation division, EMS provides terminals, antennas, in-cabin network devices, rugged data storage, and surveillance applications predominantly for use on aircraft and in other data gathering objectives.
EMS's GRM division offers a broad range of solutions for supply chain logistics, mobile workforce management, and remote asset monitoring applications, supported by hundreds of partners worldwide. EMS's proven mobile resource management solutions include LXE-branded rugged handheld and vehicle-mounted computers featuring multiple radio technologies and satellite-based global tracking and monitoring solutions for cargo, fleet assets, and personnel.
EMS Aviation designs and manufactures satellite-based broadband communication systems that enable worldwide high-speed Internet and voice and video capabilities. The Aviation division serves a broad base of commercial and defense customers, delivering leading-edge antenna systems and beam-management capabilities for mobile network-centric operations, radar for battlefield visibility, and commercial aerospace connectivity.
Honeywell has been informed that all directors and officers of EMS intend to tender all of their respective shares in the Offer. The Offer will be subject to the tender of a majority of EMS's shares and customary closing conditions, including regulatory approvals. The transaction is expected to close in the third quarter of 2011. Although the transaction would be dilutive in 2011 by three to four cents, it is not expected to impact the company's previously announced 2011 earnings per share guidance range, and Honeywell anticipates it to be accretive in 2012. The tender offer described in this news release has not been commenced. This announcement and the description contained herein is neither an offer to purchase nor a solicitation of an offer to sell shares of EMS.
