MORRIS TOWNSHIP, N.J., June 14 (UPI) -- Honeywell International of New Jersey has signed a definitive agreement to acquire EMS Technologies Inc.
The deal involves $33 per share in cash, an aggregate purchase price of approximately $491 million, net of cash acquired. The purchase price translates to approximately 13 times EMS's 2010 earnings before interest, taxes, depreciation and amortization, or approximately nine times 2010 EBITDA, excluding certain corporate costs.
The agreement provides for a subsidiary of Honeywell to commence a tender offer within 10 business days to purchase all outstanding shares of EMS, which is a provider of connectivity solutions for mobile networking.
Honeywell said the acquisition will enhance its existing capabilities in rugged mobile computing technologies and satellite communications within its Automation and Control Solutions and Aerospace businesses.
EMS's $181 million Global Resource Management division provides highly ruggedized mobile computing products and services for use in transportation, logistics and workforce management settings as well as secure satellite-based asset tracking and messaging technology for search and rescue, warehousing, and field force automation environments.
Through its $174 million aviation division, EMS provides terminals, antennas, in-cabin network devices, rugged data storage and surveillance applications predominantly for use on aircraft and in other data gathering objectives.
"EMS is a terrific addition to Honeywell, adding leading positions in attractive markets that are closely aligned with favorable trends in the growing Command, Control, Communications, Computers, Intelligence, Surveillance and Reconnaissance space and commercial aerospace, as well as being highly complementary to our existing Scanning and Mobility business," said Honeywell Chairman and Chief Executive Officer Dave Cote. "Honeywell is uniquely positioned to acquire EMS due to the strategic fit across EMS's Global Resource Management and Aviation divisions."
Honeywell has been informed that all directors and officers of EMS intend to tender all of their respective shares in the offer. The offer will be subject to the tender of a majority of EMS's shares and customary closing conditions, including regulatory approvals.
The transaction is expected to close in the third quarter of 2011.