EMCORE Announces Anticipated Sale of Non-Strategic Product Lines
08 Agosto 2023 - 9:30AM
EMCORE Corporation (Nasdaq: EMKR), the world’s largest independent
provider of inertial navigation solutions to the aerospace and
defense industry, announced today the execution of a nonbinding
letter of intent for the sale of the Defense Optoelectronics
product line and all Broadband segment product lines except chips
to Photonics Foundries, Inc. Given this anticipated sale, EMCORE
now expects last-time buy revenue from business lines included in
our April 21, 2023 restructuring announcement to aggregate
approximately $6 million, the majority of which relates to the
Company’s chip business, and includes $1.3 million that was
recognized as revenue for the three months ended June 30, 2023. It
is contemplated that the portion of the remaining projected
last-time buys that were previously announced by EMCORE will be
transferred to Photonics Foundries if the proposed transaction is
completed. The anticipated transaction does not include EMCORE’s
chip business or wafer fab assets.
Jeffrey Rittichier, EMCORE’s President and CEO stated, “We are
very pleased to announce the execution of a non-binding letter of
intent to transfer substantially all assets, including employees,
contracts, intellectual property, inventory, and liabilities
primarily related to these businesses except for any exceptions
specifically negotiated by the parties, and continuing EMCORE’s
efforts to focus solely on its Inertial Navigation business.” Mr.
Rittichier went on to say, “Consummation of the transaction remains
subject to further buyer diligence, receipt of certain third-party
consents, and negotiation and execution of legally binding
definitive transaction agreements on mutually agreeable terms,
which we currently expect to occur during the quarter ending
September 30, 2023.”
Nat Mani, CEO and Managing Partner of Photonics Foundries, Inc
added, “We look forward to the completion of this transaction to
acquire EMCORE’s Broadband and Defense Opto product lines, which
have a long-standing history and reputation for leadership in the
industry. We’d like to welcome and assure the customers of these
product lines continuity of supply and a seamless transition of
both people and technology. We are committed to providing
value-added engineering and manufacturing solutions to EMCORE’s
customers by leveraging our expertise in optoelectronics.”
Notwithstanding the foregoing, there can be no assurance that a
definitive agreement will be entered into by the parties or that a
transaction will be consummated by the parties on the terms
described above or at all.
About EMCORE EMCORE Corporation is a leading
provider of inertial navigation products for the aerospace and
defense markets. We leverage industry-leading Photonic Integrated
Chip (PIC), Quartz MEMS, and Lithium Niobate chip-level technology
to deliver state-of-the-art component and system-level products
across our end-market applications. EMCORE has
vertically-integrated manufacturing capability at its facilities in
Alhambra, CA, Budd Lake, NJ, Concord, CA, and Tinley Park, IL. Our
manufacturing facilities all maintain ISO 9001 quality management
certification, and we are AS9100 aerospace quality certified at our
facilities in Alhambra, Budd Lake, and Concord. For further
information about EMCORE, please visit https://www.emcore.com.
Forward-looking statements:The information
provided herein may include forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934, as amended. Such
statements include statements regarding EMCORE's plans, strategies,
goals and business prospects; the terms and conditions of the
proposed transaction, the timing of the execution of definitive
transaction documents, the expectation that the proposed
transaction will occur, and our expected revenue pursuant to last
time buys. These forward-looking statements are based on
management's current expectations, estimates, forecasts, and
projections about EMCORE and are subject to risks and uncertainties
that could cause actual results and events to differ materially
from those stated in the forward-looking statements, including
without limitation, the following: (a) the risks related to the
expected sale of the Broadband and Defense Optoelectronics business
lines, including without limitation the failure to successfully
negotiate or execute definitive transaction agreements, termination
of definitive agreement prior to closing, failure to achieve any
anticipated proceeds from any such sale or to fully realize the
anticipated benefits of such a transaction, even if the potential
transaction occurs, diversion of management’s time and attention
from our remaining businesses to the sales of such businesses,
third party costs incurred by us related to any such transaction,
and risks associated with any liabilities related to the
transaction or any such assets or business that are retained by us
in any sale transaction; (b) risks and uncertainties related to our
current expectations with respect to potential revenues arising
from last time buys by our Broadband and Defense Optoelectronics
customers; (c) any disruptions to our operations as a result of our
restructuring activities, the ability to successfully execute our
restructuring program and achieve the intended benefits thereof on
the expected timeframe or at all, and unforeseen or greater than
expected costs associated with the restructuring; (d) risks related
to the loss of personnel; (e) risks related to customer and vendor
relationships and contractual obligations; (f) risks related to the
closing of our manufacturing support and engineering center in
China; (g) the rapidly evolving markets for our products and
uncertainty regarding the development of these markets; (h) our
historical dependence on sales to a limited number of customers and
fluctuations in the mix of products and customers in any period;
(i) the effect of component shortages and uncertainties concerning
the availability and cost of commodity materials and specialized
product components that we do not make internally; (j) actions by
competitors; (k) risks and uncertainties related to applicable laws
and regulations; (l) risks and uncertainties related to
manufacturing and production capacity; (m) risks related to the
conversion of order backlog into product revenue; and (n) other
risks and uncertainties discussed under Item 1A - Risk Factors in
our Annual Report on Form 10-K for the fiscal year ended September
30, 2022, as updated by our subsequent periodic reports.
Forward-looking statements contained in this press release are made
only as of the date hereof, and EMCORE undertakes no obligation to
update or revise the forward-looking statements, whether as a
result of new information, future events or otherwise.
Investor Contact:
EMCORE CorporationTom MinichielloChief
Financial Officer(626) 293-3400investor@emcore.com
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