Comtech Telecommunications to buy TeleCommunication Systems

Comtech Telecommunications Corp. (NASDAQ: CMTL) and TeleCommunication Systems, Inc. (NASDAQ: TSYS) said they have signed a definitive merger agreement under which Comtech will purchase TCS in a cash transaction for USD5.00 per TCS share, or approximately a USD430.8 million enterprise value.

The USD5.00 price per share represents a premium of 13.9 percent as compared to the last closing trading price of TCS common stock, a premium of 28.6 percent as compared to the volume-weighted average trading price over the last ninety trading days and a premium of 35.1 percent as compared to the last closing trading price one day after TCS´s July 6, 2015 announcement that its board had formed a special committee to explore strategic alternatives to enhance stockholder value.

Citigroup Global Markets Inc. is serving as financial advisor to Comtech. Proskauer Rose LLP is acting as Comtech´s legal counsel. Lazard is acting as financial advisor to TCS. Bryan Cave LLP is acting as TCS´s legal counsel.

Comtech Telecommunications designs, develops, produces and markets innovative products, systems and services for advanced communications solutions.

TeleCommunication Systems, Inc., headquartered in Annapolis, Maryland, is a world leader in secure and highly reliable wireless communications. TCS´s patented solutions, global presence, operational support and engineering talent enable 911, commercial location-based services and deployable wireless infrastructure; cybersecurity; defense and aerospace components; and applications for mobile location-based services and messaging.