Andrew Corporation to acquire Celiant Corporation for $470 million

Andrew Corporation, designers of communications equipment, systems and services, has announced that it is to acquire the Celiant Corporation for $470 million.

Andrew Corporation, designers of communications equipment, systems and services, has announced that it is to acquire the Celiant Corporation, a leader in power amplifiers and radio frequency subsystems for 2G and 3G wireless systems, for $470 million.

According to a statement, the addition of Celiant’s engineering capabilities and strength in single and multi-carrier power amplifiers and radio frequency (RF) solutions enhances Andrew’s existing strength in power amplifiers.

The Andrew Corporation believes the acquisition will make the company the world’s largest independent supplier of power amplifiers and, with its other products, including coaxial cables and antennas, will have the broadest offering of products that support traditional TDMA, GSM and CDMA wireless standards, as well as emerging 3G technologies.

Global wireless service providers and OEMs will reportedly have a unique ‘one-stop shopping’ partner that provides a complete RF subsystems solution.

Andrew expects that the transaction will be accretive to its earnings in the first year following completion of the integration of Celiant, before the amortisation of intellectual property and a supply contract.

Under terms of the agreement, which was unanimously approved by the boards of directors of both companies, Andrew will acquire Celiant for total consideration of approximately $469.8 million, including $203.1 million in cash and 16,278,805 Andrew shares, which are valued at $266.6 million based on their closing price on Friday, February 15, 2002.

Following completion of the transaction, which is expected in the second quarter of 2002, Andrew’s current stockholders will own approximately 83% of the combined company and Celiant’s stockholders, primarily New Venture Partners LLC, of New Providence, New Jersey, and Pequot Capital Management, Inc., of Westport, Connecticut, will own approximately 17%. Celiant.