Wireless Telecom Group Agrees to Acquire Holzworth for $8M
Monday, November 18, 2019 | Comments

Wireless Telecom Group signed a definitive agreement to acquire Holzworth Instrumentation, a Boulder, Colorado-based provider of specialty phase noise analyzers and signal generators.

The initial purchase price for Holzworth includes $8 million of cash payable at closing; $1.5 million in deferred cash payments, subject to minimum earnings before interest, taxes, depreciation and amortization (EBITDA) as defined in the acquisition agreement thresholds; and $500,000 of Wireless Telecom Group common stock based on the 90-day volume weighted average share price of $1.44 per share. The shares will be subject to a 36-month lockup provision.

The transaction closing is conditioned upon the Wireless Telecom Group obtaining proceeds from a debt financing in an amount sufficient to pay the total closing cash consideration of the acquisition of $8 million. The company is engaged in a process to obtain such financing.

Holzworth instruments are used by government labs, the semiconductor industry and network equipment providers, among others, in research and automated test environments. The company expects to close this acquisition in the months ahead.

“We remain focused executing our long-term strategy and are proud to have signed a definitive agreement to acquire Holzworth, a complementary business for our test and measurement segment which serves a common customer base with common channel partners,” said Timothy Whelan, CEO of Wireless Telecom Group. “This acquisition is expected to drive future growth and accretive profitability to our test and measurement segment by the attractive margins of the business.”

Whelan said Holzworth products are used by customers in high-technology research, development and production in government, commercial and academic environments. The products complement Wireless Telecom Group’s specialty noise generation and higher performance RF power measurement solutions. The Holzworth acquisition is aligned to focus on the growth of test and measurement solutions to enable the future of wireless technology in radar, satellite communications and 5G.

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