Baylin Technologies Inc. acquired radio Frequency, terrestrial microwave and antenna equipment divisions from Advantech Wireless Inc. for CAD 52 million.
January 16, 2018
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Baylin Technologies Inc. (TSX:BYL) acquired radio frequency, terrestrial microwave and antenna equipment divisions from Advantech Wireless Inc. for CAD 52 million on January 17, 2018. The acquisition includes radio, microwave and antenna equipment divisions of subsidiaries of Advantech Wireless, Advantech AMT Corp. and Advantech Wireless (EMEA) Ltd. In a related transaction, Baylin Technologies acquired radio frequency, terrestrial microwave and antenna equipment divisions from Advantech Wireless Do Brasil Produtos De Telecomunicações Ltda. on January 17, 2018. The aggregate consideration the transactions includes cash consideration of CAD 48 million, CAD 1 million of common stock paid by issuance of 3,08,642 shares. The target driven compensation will be paid between CAD 0.75 million to CAD 3 million in each of 2018 and 2019 conditional on the business meeting certain EBITDA targets. The consideration is subject to working capital adjustments.
Baylin will fund CAD 48 million from its existing cash resources and new indebtedness. In connection to indebtedness, Baylin has entered into a credit agreement with Crown Capital Partners Inc., pursuant to which Crown will provide a CAD 33 million 9% per annum and maturing in 60 months term loan. Baylin would acquire title to the "Advantech" business name, intellectual property, customer contracts and other licenses, rights and contracts as a part of the transaction. The principals of Advantech have entered into a consulting agreement with Baylin, pursuant to which they will provide their services to Baylin for a period of two years. The transaction is subject to government approvals, including approval of TSX, Baylin securing required financing, shareholder approval, confirmation of due diligence investigation, not less than six of the Key Employees shall have accepted the Baylin’s offers of employment and other conditions. The transaction is expected to be significantly accretive to earnings per share even before synergies.
Raymond James acted as exclusive financial advisor and Richard Kimel of Aird & Berlis LLP acted as legal counsel to Baylin. Janet Ferrier, Shayna Goldman and Robert Vineberg of Davies Ward Phillips & Vineberg LLP acted legal advisors to Advantech Wireless. Richard Raymer, Eric Rauch, Maggie Carnahan, L. Joseph Genereux, Aaron Goldstein, James Guttman, Steven Khadavi, Sudeep Simkhada and Victoria C. Sutkowski from Dorsey & Whitney LLP acted as the legal advisors for Baylin Technologies Inc. (TSX:BYL).
Baylin Technologies Inc. (TSX:BYL) completed the acquisition of radio Frequency, terrestrial microwave and antenna equipment divisions from Advantech Wireless Inc. on January 17, 2018.
Baylin Technologies Inc. is a Canada-based diversified global technology company. The Company is focused on the research, design, development, manufacture and sale of passive and active radio-frequency products, satellite communications products, and supporting services. The Company's products are marketed and sold under the brand names Galtronics and Advantech Wireless. The Galtronics line of business designs and manufactures wireless antenna solutions for customers embedded, infrastructure, mobile and network enabled products. The Galtronics line of business is comprised of three business lines: Embedded Antenna, Wireless Infrastructure, and Mobile and Network. The Satcom line of business designs and manufactures radio frequency (RF) and microwave products for wireless communications markets and for commercial, critical infrastructure, government and military clients. The Satcom products are manufactured at the Company's facilities in Canada and the United States.
Baylin Technologies Inc. acquired radio Frequency, terrestrial microwave and antenna equipment divisions from Advantech Wireless Inc. for CAD 52 million.
BAYLIN TECHNOLOGIES INC. 
