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Cobham to buy Aeroflex for $1.46 billion

Staff writer |
Cobham plc with its subsidiaries has entered into a conditional agreement to acquire Aeroflex Holding Corp. for $10.50 per Aeroflex share in cash following completion, giving the proposed transaction an enterprise value of approximately $1.460m (869m pounds).

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This comprises the total issued and outstanding shares of common stock of Aeroflex and the total outstanding restricted stock units and performance restricted stock units, which are valued at approximately $920m (548m pounds), together with Aeroflex's net debt of $540m (321m pounds) at March 31, 2014.

Cobham is paying approximately 10.5x adjusted Earnings Before Interest, Taxation, Depreciation and Amortisation (EBITDA) market consensus estimates for the year ended 31 December 2014. This is before taking account of expected annualised run rate cost synergies of approximately $85m (50m pounds) from the combined business, for a total investment of approximately $215m (128m pounds), with the majority of this programme expected to be implemented in the first three years of ownership.

These synergies are available due to significant complementary capabilities, characteristics and customers, enabling the implementation of a business integration programme leveraging Cobham's Excellence in Delivery (EiD) expertise. On a pro forma basis, Aeroflex would comprise approximately 17 percent of the enlarged Group's consolidated revenue.

Headquartered in Plainview, New York, Aeroflex is a provider of radio frequency, or RF, and microwave integrated circuits, components and systems used in the design, development, test and maintenance of technically demanding, high performance equipment for critical and harsh environments and wireless communication systems.

Aeroflex services multiple business sectors including commercial space and avionics, commercial wireless, medical, defence, energy and other industries. Approximately 70 per cent of its business is focused on higher growth commercial segments. The business is a leader in all of its primary product areas.

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