Company enters Into Definitive Agreement To Sell Timing Device
Business for $130 million
ITASCA, Ill.--(BUSINESS WIRE)--
Knowles Corporation (NYSE: KN), a market leader and global supplier of
advanced micro-acoustic, audio processing, and precision device
solutions, today announced that it has entered into a definitive
agreement to sell its timing device (oscillator) business, part of the
Precision Devices segment, to Microsemi Corporation (Nasdaq: MSCC), a
leading supplier of semiconductor solutions, for $130 million in cash.
The transaction is expected to be slightly dilutive to earnings and to
close in the current quarter, subject to regulatory approval and
customary closing conditions.
“The divestiture of this non-strategic business enables us to increase
our focus on growth platforms where we have strong market positions and
attractive margin profiles,” said Jeffrey Niew, president and CEO of
Knowles.
Depending on the timing of the close of this transaction, the Company
may update its fourth quarter 2017 guidance it provided on its October
25, 2017 earnings call.
About Knowles
Knowles Corporation (NYSE: KN) is a market leader and global supplier of
advanced micro-acoustic, audio processing, and precision device
solutions, serving the mobile consumer electronics, communications,
medical, military, aerospace, and industrial markets. Knowles uses its
leading position in MEMS (micro-electro-mechanical systems) microphones
and strong capabilities in audio processing technologies to optimize
audio systems and improve the user experience in smartphones, tablets,
and wearables. Knowles is also the leader in acoustics components used
in hearing aids and has a strong position in high-end oscillators
(timing devices) and capacitors. Knowles’ focus on the customer,
combined with unique technology, proprietary manufacturing techniques,
rigorous testing and global scale, enables it to deliver innovative
solutions that optimize the user experience. Founded in 1946 and
headquartered in Itasca, Illinois, Knowles is a global organization with
employees in 12 countries. For more information, visit knowles.com.
Forward Looking Statements
This news release contains forward-looking statements within the meaning
of the safe harbor provisions of the United States Private Securities
Litigation Reform Act of 1995. The words “believe,” “expect,”
“anticipate,” “project,” “estimate,” “budget,” “continue,” “could,”
“intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,”
“will,” “would,” “objective,” “forecast,” “goal,” “guidance,” “outlook,”
“effort,” “target” and similar expressions, among others, generally
identify forward-looking statements, which speak only as of the date the
statements were made. The statements in this news release are based on
current plans, expectations, forecasts and assumptions involving risks
and uncertainties that could cause actual outcomes or results to differ
materially from those outcomes or results that are projected,
anticipated or implied in these statements. These risks and
uncertainties include, but are not limited to: MEMS microphone demand
from our largest customers, in particular, two large North American OEM
customers, a large Korean OEM customer and Chinese OEMs; the success and
rate of multi-microphone and smart microphone adoption and market
adoption of our “intelligent audio” solutions; the pace and success of
achieving the cost savings from our announced restructurings and
acquisitions; our ability to slow and offset price erosion in certain of
our microphone products; fluctuations in our stock's market price;
fluctuations in operating results and cash flows; our ability to prevent
or identify quality issues in our products or to promptly remedy any
such issues that are identified; the timing of OEM product launches;
customer purchasing behavior in light of current and anticipated mobile
phone launches; downward pressure on the average selling prices for our
products; risks associated with increasing our inventories in advance of
anticipated orders by customers; macroeconomic conditions, both in the
U.S. and internationally; foreign currency exchange rate fluctuations;
our ability to achieve continued reductions in our operating expenses;
our ability to qualify our products and facilities with customers; risks
and costs inherent in litigation; our ability to obtain, enforce, defend
or monetize our intellectual property rights; increases in the costs of
critical raw materials and components; availability of raw materials and
components; delays in customer product introductions and other related
customer challenges that may occur; our ability to successfully
consummate acquisitions and divestitures, and our ability to integrate
acquisitions following consummation; our obligations and risks under a
tax matters agreement that was executed as part of our spin-off from our
former parent company; managing new product ramps and introductions for
our customers; risks associated with international sales and operations;
retaining key personnel; our dependence on a limited number of large
customers; our ability to maintain and expand our existing relationships
with leading OEMs and to establish relationships with new OEMs in order
to maintain and increase our revenue; fluctuations in demand by our
telecom and other customers and telecom end markets; increasing
competition and new entrants in the market for our products; our ability
to develop new or enhanced products or technologies in a timely manner
that achieve market acceptance; our reliance on third parties to
manufacture, assemble and test our products and sub-components; changes
in tax laws or our ability to utilize our tax structure and any net
operating losses and other factors that we may not have currently
identified or quantified; and other risks, relevant factors and
uncertainties identified in our Annual Report on Form 10-K for the
fiscal year ended December 31, 2016, subsequent Reports on Forms 10-Q
and 8-K and our other filings we make with the U.S. Securities and
Exchange Commission. Knowles disclaims any intention or obligation to
update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise, except as required by law.
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Source: Knowles Corporation