SenDEC Corp. is being acquired by a Long Island firm.
API Technologies Corp., which makes secure communications, electronics and subsystems for the defense and aerospace industries, said Monday it had signed a definitive merger agreement with Vintage Capital Management LLC of Florida to acquire SenDEC.
Under the terms of the deal, API will acquire 100 percent of the equity of SenDEC, which will include SenDEC's electronics manufacturing operations and roughly $30 million of cash, in exchange for the issuance of 22 million API common shares to an affiliate of Vintage, which is a Florida-based buyout firm.
SenDEC generated approximately $90 million in revenue and more than $3.5 million in net income during its last fiscal year, which ended July 31. The Perinton firm has roughly 200 workers.
SenDEC's merger with API doubles the size of API and presents a variety of growth opportunities in the defense sector, API management said. Once the transaction is closed, the company will pursue a listing on Nasdaq.
Upon completion of the transaction, Brian Kahn, managing member of Vintage, will serve as chairman and CEO of API. SenDEC will operate as a subsidiary of API and Kenton Fiske will continue as its SenDEC’s CEO.
"I am very pleased that we are merging with API to create a truly diversified defense electronics company,” Fiske said in a statement. “Under Brian Kahn's leadership, my whole team is confident about our future and the ability of our new company to fulfill our customers' current and future needs."
API, based in Ronkonkoma, Suffolk County, intends to pay down its existing debt with the $30 million of cash acquired in the deal and emerge with net cash on its balance sheet, the firm said.
“With this merger, API gets to both combine with SenDEC, one of the leading defense suppliers in the U.S., and partner with Vintage Capital, one of the pre-eminent defense investors in the market,” said Phillip DeZwirek, founder, current chairman and CEO of API Technologies, in a statement. “The new company and its combined capabilities are worth much more than the sum of the parts."
The transaction is subject to factors including approval of existing SenDEC shareholders and other closing conditions, and is expected to be completed later this month.
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