CTS Corporation and Valpey Fisher Corporation announced recently that they have entered into a definitive merger agreement providing for the cash acquisition of Valpey-Fisher by CTS. Upon closing of the transaction, Valpey-Fisher will operate as an indirect wholly-owned subsidiary of CTS.
Pursuant to the terms of the definitive agreement, CTS will acquire 100% of the issued and outstanding equity of Valpey-Fisher for $4.15 per share in cash. Valpey-Fisher's Board of Directors has unanimously approved the merger and recommends that Valpey-Fisher's stockholders vote in favor of the transaction. The transaction is subject to customary closing conditions and approval of Valpey-Fisher's stockholders.
Valpey-Fisher is a recognized technology leader in the design and manufacturing of precision crystal oscillators including higher frequency, lower phase noise timing solutions, high performance RF/Microwave components, integrated modules and ultrasonic transducers. End markets served include telecommunications, computer, defense and aerospace, instrumentation and industrial markets. Sales in the last four reported quarters total approximately $15M.
Michael J. Ferrantino Jr., President and Chief Executive Officer of Valpey-Fisher Corporation, added, "This represents a great value for the stockholders of Valpey-Fisher while providing excellent long-term growth opportunities for our employees."
Vinod M. Khilnani, CTS Chairman and Chief Executive Officer, stated, "Valpey-Fisher is an excellent fit with CTS' Electronic Components business unit, bringing expanded products and capabilities to better serve CTS' customers. The two companies offer world-class highly-engineered frequency products to growing markets. In addition, Valpey-Fisher brings strong engineering capabilities and management leadership to support our strategy of double-digit top line growth over the next several years in our Components and Sensors segment."
Shasta Partners, LLC is acting as financial advisor to Valpey-Fisher.
About Valpey Fisher:
Valpey-Fisher Corporation is a global leader in the design, development and manufacture of high-accuracy subsystems integrated into digital and optical telecommunications systems in use throughout the world for voice, data and military communications. Companies pick Valpey-Fisher for its long history of technology innovation, its high-quality precision products and its top-to-bottom commitment to customers to provide and support custom solutions that meet their evolving needs. Valpey-Fisher (founded in 1931) has its manufacturing facility located in Hopkinton, Massachusetts. For more information, visit www.valpeyfisher.com.
SOURCE: CTS Electronic Components