Synergistic Acquisition would enhance Mobix
Labs’ competitive strength in aerospace and defense sector
Scales operations and cash flow
Mobix Labs, Inc. (Nasdaq: MOBX) (“Mobix Labs”, “Mobix” or the
“Company”), a leader in advanced wireless and connectivity
solutions for the military and defense sector, today announced it
has submitted a compelling non-binding proposal to the Board of
Directors of EMCORE Corporation (Nasdaq: EMKR) (“Emcore”), the
world’s largest independent provider of inertial navigation
solutions to the aerospace and defense industry, to acquire all of
EMCORE’s outstanding shares for $3.80 per share in cash.
Mobix Labs’ all cash proposed offer to the EMCORE Board
represents a more than 200% premium over EMCORE's current stock
price as of September 27, 2024. Based upon its 2022 and 2023 10-K
filings, EMCORE’s revenue in its fiscal year ending 9/30/23 grew
115% to $97 million from the prior year.
EMCORE is a leading supplier of inertial sensors and systems for
land, sea, air, and space applications in the aerospace and defense
market. “We believe this proposal presents an exceptional
opportunity for EMCORE shareholders to realize immediate and
significant value for their investment,” said Fabian Battaglia, CEO
of Mobix Labs. “Our recent strategic acquisitions, including EMI
Solutions and RaGE Systems, have significantly strengthened our
position in the military, defense, and high-reliability electronics
sector,” Battaglia added. “We believe integrating EMCORE's products
would further accelerate our growth and innovation in critical
markets.”
Mobix Labs is led by seasoned industry veterans, including Board
of Directors members James Peterson, former CEO and Chairman of
Microsemi, and David Aldrich, former CEO and Chairman of Skyworks
Solutions.
Transaction Details
Mobix Labs’ proposal has the support of its Board of Directors.
Mobix Labs’ all cash offer is subject to the approval of the EMCORE
Board of Directors, the execution of a definitive agreement between
Mobix Labs and EMCORE, and any shareholder approval that may be
required by law.
About Mobix Labs, Inc.
At Mobix Labs, we’re committed to transforming connectivity by
partnering closely with our customers to deliver advanced
semiconductor and wireless systems solutions tailored to their
needs. Based in Irvine, California, we specialize in four key
areas; EMI Interconnect Solutions for secure aerospace and GPS
systems, Active Optical Cables (AOC) for high-speed AI datacenter
interconnects, 5G IC Solutions for mmWave communications, and
Wireless Systems Solutions, including joint design and
manufacturing services for RF technologies, serving customers in
5G, radar, and imaging sensors. Through deep collaboration and
innovation, we’re shaping the future of connectivity. Visit
mobixlabs.com and follow us on LinkedIn.
Mobix Labs, the logo, and SMART™ Edge Device are among the
trademarks of Mobix Labs. Other trademarks are the property of
their respective owners.
Forward-looking Information
This press release and the related earnings call contain
“forward-looking statements” regarding the intent, beliefs or
current expectations of the Company for purposes of the federal
securities laws. These forward-looking statements include, but are
not limited to, statements regarding Mobix Labs, Inc. and Mobix
Labs, Inc.’s management team’s expectations, hopes, beliefs,
intentions or strategies regarding the future. The words
“anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”
“intends,” “may,” “might,” “plan,” “possible,” “potential,”
“predict,” “project,” “should,” “will,” “would,” “poised” and
similar expressions may identify forward-looking statements, but
the absence of these words does not mean that a statement is not
forward-looking. Forward-looking statements in this presentation
and discussion may include, for example, statements regarding our
proposal to acquire EMCORE, the value to EMCORE shareholders, the
expected per-share price, and the expected synergies and operations
of the companies on a combined basis. These forward-looking
statements are based on information available as of the date of
this presentation and discussion, and current expectations,
forecasts and assumptions, and involve a number of judgments, risks
and uncertainties. Accordingly, forward-looking statements should
not be relied upon as representing our views as of any subsequent
date, and we undertake no obligations to update forward-looking
statements to reflect events or circumstances after the date they
were made, whether as a result of new information, future events or
otherwise, except as may be required under applicable securities
laws.
As a result of a number of known and unknown risks and
uncertainties, our actual results or performance may be materially
different from those expressed or implied by these forward-looking
statements. Some factors that could cause actual results to differ
include the outcome of discussions between Mobix Labs and EMCORE
with respect to a proposed transaction, including the possibility
that the parties may not agree to pursue a business combination or
that the terms of any transaction will be materially different from
those described herein; our ability to consummate the proposed
acquisition or achieve the expected synergies and/or efficiencies;
our ability to consummate the financing to acquire the EMCORE
shares; potential regulatory delays; the industry and market
reaction to our proposal to acquire EMCORE; the effect of the
announcement of the proposed transaction on the ability of Mobix
Labs and EMCORE to operate their businesses and retain and hire key
personnel and to maintain favorable business relationships; the
possibility that the integration of EMCORE may be more difficult,
time-consuming or costly than expected or that operating costs and
business disruptions may be greater than expected; the risk that
the price of our securities may be volatile due to a variety of
factors, including changes in the highly competitive industries in
which we operate, variations in performance across competitors,
changes in laws, regulations, technologies, the global supply
chain, and macro-economic and social environments affecting our
business; our ability to regain compliance and maintain our listing
of securities on Nasdaq; the risks concerning our ability to
continue as a going concern; the inability to meet future capital
requirements and risks related to our ability to raise additional
capital including potential dilution to our stockholders; the risk
that we are unable to successfully commercialize our products and
solutions, or experience significant delays in doing so; the risk
that we may not be able to generate income from operations in the
foreseeable future; the risk that we experience difficulties in
managing our growth and expanding operations; the risk that we may
not be able to consummate planned strategic acquisitions, or fully
realize anticipated benefits or capture synergies from past or
future acquisitions or investments; the risk that we may be unable
to successfully defend ourselves in ongoing litigation or that
additional actions may be commenced against us; the risk that our
patent applications may not be approved or may take longer than
expected, and we may incur substantial costs in enforcing and
protecting our intellectual property; the risk of being an early
stage company and that our limited operating history may make it
difficult to evaluate our future prospects and the risks and
challenges that we may encounter; the risk that we cannot predict
whether we will maintain revenue growth; the risk that the markets
for our products and solutions are highly competitive; the risk
that future sales of our Class A Common Stock may cause the market
price of our Class A Common Stock to drop significantly, even if
our business is doing well; and inflation and unfavorable global
economic conditions could adversely affect our business. In
addition, these forward-looking statements and the information in
this press release are qualified in their entirety by cautionary
statements and risk factor disclosures contained in the Company’s
Securities and Exchange Commission (“SEC”) filings, including the
Company’s prospectus filed on August 29, 2024, its Quarterly Report
on Form 10-Q for the quarter ended June 30, 2024, its Quarterly
Report on Form 10-Q for the quarter ended March 31, 2024 and any
subsequent SEC filings. All forward-looking statements in this
press release are based on information available to us on the date
hereof, and we assume no obligation to update such statements.
No Offer or Solicitation
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any jurisdiction in which the offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the U.S.
Securities Act of 1933, as amended.
This press release is also not a solicitation of a proxy nor a
substitute for any proxy statement or other filings that may be
made with the SEC. Nonetheless, Mobix Labs and its directors and
executive officers may be deemed to be participants in the
solicitation of proxies in connection with the proposed
transaction. Information about the directors and executive officers
of Mobix Labs is set forth in the prospectus filed with the SEC on
August 29, 2024. These documents can be obtained free of charge
from the sources indicated above. Additional information regarding
the potential participants in the proxy solicitations and a
description of their direct and indirect interests, by security
holdings or otherwise, will be contained in one or more proxy
statements, or other documents filed with the SEC if and when they
become available.
Additional Information and Where to Find It
This press release relates to a proposal that Mobix Labs has
made to acquire EMCORE. In furtherance of this proposal and subject
to future developments, Mobix Labs and EMCORE may file one or more
proxy statements or other documents with the SEC. This press
release is not a substitute for any proxy statement or other
document Mobix Labs and/or EMCORE may file with the SEC in
connection with the proposed transaction. INVESTORS AND SECURITY
HOLDERS OF MOBIX LABS AND EMCORE ARE URGED TO READ THE PROXY
STATEMENT(S), AND/OR OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY
IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE AS THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Any
definitive proxy statement(s) (if and when available) will be
mailed to security holders of Mobix Labs and/or EMCORE, as
applicable. Investors and security holders will be able to obtain
free copies of these documents (if and when available) and other
documents filed with the SEC by Mobix Labs through the website
maintained by the SEC at www.sec.gov, and by visiting Mobix Labs’
investor relations site at https://investors.mobixlabs.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20240930227038/en/
Media: Jeff Fox, The Blueshirt Group
jeff@blueshirtgroup.com
Investor: Lori Barker, The Blueshirt Group
lori@blueshirtgroup.com
Mobix Labs (NASDAQ:MOBX)
過去 株価チャート
から 10 2024 まで 11 2024
Mobix Labs (NASDAQ:MOBX)
過去 株価チャート
から 11 2023 まで 11 2024