Amphenol Corporation (NYSE:APH) reached a definitive agreement to acquire PCTEL, Inc. (NasdaqGS:PCTI) for $140 million on October 13, 2023. As part of consideration, PCTEL stockholders will receive $7 in cash for each share of common stock they own. Upon completion of the transaction, PCTEL will no longer be listed on any public market and will be operating as wholly owned subsidiary of Amphenol Corporation. Amphenol Corporation will finance this transaction through cash on hand. The agreement also provides for certain termination rights for both the PCTEL and Amphenol. Upon termination of the agreement under certain circumstances, the PCTEL would be obligated to pay Amphenol a termination fee of $4.9 million.

The transaction is subject to PCTEL and Amphenol stockholder approval, regulatory approvals and customary closing conditions. The transaction has been approved by the Board of Directors of both parties. The transaction is expected to close in the fourth quarter of 2023 or early 2024.

Lake Street Capital Markets acted as exclusive financial advisor and Laurie A. Cerveny and Benjamin J. Stein of Morgan, Lewis & Bockius LLP acted as legal advisor to PCTEL. Charles K. Ruck and Robert M. Katz of Latham & Watkins acted as legal advisor to Amphenol. Mattias Larsson and Anneli Lönnborg of Fylgia advised PCTEL.