June 13, 2001 Fluke Networks (www.flukenetworks.com) has signed a definitive agreement to acquire Microtest in a $74-million all-cash transaction. Announced on June 13, the transaction is expected to close by the middle of August. The $74 million figure equates to $8.15 per share. Microtest shares traded at $4.20 at the close of business Tuesday, June 12 and at $8.02 in early trading Wednesday, June 13. Microtest's revenues for calendar year 2000 were $44.6 million.
Commenting on the deal, Microtest president and chief executive officer Vincent C. Hren said, "Of all the options we considered, selling to Fluke Networks made the most sense for our employees, shareholders, and customers. This acquisition will only positively impact the marketplace."
In a prepared statement, Fluke Networks said, "The combination of Fluke Networks aligns both companies to compete against much larger test-and-measurement companies like Agilent, Textron/Greenlee [now called Tempo], and Ideal, which have all made recent acquisitions to strengthen themselves in this highly competitive market."
The company also stated that its due diligence discovered most offerings of the two companies are complementary. It stated, "While both companies have products that certify copper and fiber structured cabling, their organizations have typically marketed to different customers. Microtest has a heavy installer-contractor base and Fluke Networks has successfully marketed to the network owner."
"Microtest products will continue to exist while points of integration are developed," the Fluke statement continued. "Going forward, the two companies are looking to integrate their strengths immediately in the evolution of current products as well as the development of new solutions."
Fluke said it will offer positions to most Microtest employees, and some restructuring will occur in Microtest businesses not core to Fluke. Most employees who are offered employment by Fluke will not have to relocate from the Phoenix, AZ area.
The Microtest announcement comes weeks after Fluke Networks announced the acquisition of fiber-optic test-equipment maker Fotec Inc.
