TriQuint Semiconductor® (NASDAQ:TQNT), a leading RF supplier to the wireless communications industry and WJ Communications, Inc. (NASDAQ:WJCI), announced a definitive agreement for TriQuint to acquire WJ. WJ is a leading supplier of radio frequency (RF) solutions for wireless infrastructure and will expand TriQuint’s reach into this market.
Under the terms of the agreement, TriQuint will acquire by merger all outstanding shares of WJ for $1.00 per share, implying a purchase price of approximately $72 million. Excluding one-time charges, TriQuint expects the deal to be neutral to earnings during fiscal 2008 and accretive thereafter. The transaction has been approved by the Board of Directors of both companies and is expected to close within 90 days, subject to an affirmative vote by WJ shareholders and other customary conditions.
Highlights of the acquisition are:
- Combines WJ design expertise with TriQuint’s advanced technologies
- Expands TriQuint’s presence in the communications infrastructure market
- Provides TriQuint with a Silicon Valley based design center
- Accelerates the evolution to multi-function modules for infrastructure applications
TriQuint has focused on bringing the technical innovation and cost savings it provides in the handset market to the evolving requirements of the communications infrastructure market. WJ shares TriQuint’s vision of combining RF power, switching and filtering in cost effective module solutions for base station and other infrastructure applications.
“We see great synergy with TriQuint in the areas of technology, customer relationships and manufacturing efficiencies. There is very little product overlap and a good cultural fit between our two organizations” commented Bruce Diamond, CEO of WJ. “We bring a broad product line of RF building blocks and modules as well as a talented Silicon Valley based design team to an established leader in the RF market space.”
Through this acquisition, TriQuint expects to expand its presence in the wireless infrastructure market comprised of cellular basestations and wireless and cable broadband infrastructure. “WJ’s solid reputation in these market areas is a wonderful complement to TriQuint’s strengths in design, manufacturing and customer support.” said Ralph Quinsey, CEO of TriQuint. “WJ’s technical expertise combined with the financial strength and stability of TriQuint will provide both innovative products and security of supply to the networks infrastructure customer base.”
Upon closing, it is anticipated that Bruce Diamond, CEO of WJ, will continue with the organization leading the business and assisting in integration.
Thomas Weisel Partners acted as exclusive financial advisor to WJ Communications on this transaction.
A conference call open to all interested parties regarding TriQuint’s acquisition of WJ will take place March 10th, 2008, at 10:00 AM PDT. To listen to the conference call via telephone, please call (888) 813-6582. A replay will be available for 7 days by dialing (706) 645-9291, passcode 38668579.
Founded in 1985, we “Connect the Digital World to the Global Network”(TM) by supplying high-performance RF modules, components and foundry services to the world’s leading communications companies. Specifically, TriQuint supplies products to four out of the top five cellular handset manufacturers, and is a leading gallium arsenide (GaAs) supplier to major defense and space contractors. TriQuint creates standard and custom products using advanced processes that include gallium arsenide, surface acoustic wave (SAW) and bulk acoustic wave (BAW) technologies to serve diverse markets including wireless handsets, base stations, broadband communications and military. TriQuint is also lead researcher in a 3-year DARPA program to develop advanced gallium nitride (GaN) amplifiers. TriQuint, as named by Strategy Analytics in August 2007, is the number-three worldwide leader in GaAs devices and the world’s largest commercial GaAs foundry. TriQuint has ISO9001 certified manufacturing facilities in Oregon, Texas, and Florida and a production plant in Costa Rica; design centers are located in North America and Germany.
ABOUT WJ Communications, Inc.
WJ Communications, Inc. is a leading provider of radio frequency (RF) solutions serving multiple markets targeting wireless communications, RF identification (RFID), WiMAX, and RF power solutions. WJ addresses the RF challenges in these multiple markets with its highly reliable amplifiers, mixers, RF integrated circuits (RFICs), RFID reader modules, chipsets, and multi-chip (MCM) modules.