Benzinga | Dec 17, 2021 08:05AM EST

Wireless Telecom Group Reports Sale Of Its RF Components Business, Microlab, To RF Industries For $24.25M

Wireless Telecom Group, Inc. (NYSE American: WTT) (the "Company") today announced that it entered into a definitive agreement to sell its Microlab LLC radio frequency components business to RF Industries, Inc. (NASDAQ:RFIL) for an aggregate cash consideration of $24.25 million. The transaction, which was unanimously approved by the board of directors of both companies, is subject to various terms and conditions, including approval by Wireless Telecom Group's shareholders. The Company will file a proxy statement regarding the proposed transaction with the Security and Exchange Commission (the "SEC") as described below.

"Today's announcement accelerates Wireless Telecom Group's transformation into a leading test and measurement, and specialized 5G software service solutions provider. After the transaction is completed, we will be debt free and have approximately $17.0 million in cash and cash equivalents," said Tim Whelan, CEO of Wireless Telecom Group, Inc. "We believe the benefits of a strengthened balance sheet and streamlined business model will drive improvements to our strategy for long-term profitable growth as we focus on our other higher-growth, higher-margin businesses."

Mr. Whelan continued: "We are guided by driving shareholder value and we have transformed our business, increasing the size of our total addressable market, adding new higher value software solutions, and expanding our portfolio of new cutting-edge products. As a result, consolidated gross margins have increased significantly and we are expecting to benefit from larger market growth opportunities in 5G private networks, small cell deployments, and highly demanding test and measurement solutions."

"Following the sale, our strategy will continue to focus on our specialized software and test and measurement solutions to address customer's unique pain points developing their differentiated solutions in the semiconductor, satellite, aerospace and defense sectors. I am excited by the direction we are heading, and Wireless Telecom Group will continue to evaluate all opportunities to create significant value for our shareholders," continued Mr. Whelan.

At the completion of the transaction, Wireless Telecom Group will be comprised of Boonton, Holzworth and Noisecom brands within its test and measurement product group, and the CommAgility brand within its radio, baseband, and software product group. The transaction will allow Wireless Telecom Group to prepare for the next stage of transformation with a stronger concentration of revenues and the ability to focus its investments on long-term and high-growth opportunities, including satellite communications, 5G small cell and private network deployments, and growth in applications related to semiconductor testing, military and defense spending and quantum computing.

Craig-Hallum Capital Group LLC is serving as exclusive financial advisors to Wireless Telecom Group and Bryan Cave Leighton Paisner LLP is acting as legal advisor.

B. Riley Securities is serving as the financial advisor to RF Industries and DLA Piper is acting as legal advisor.