Harris to Sell Broadcast Communications to The Gores Group

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Harris to Sell Broadcast Communications to The Gores Group

Dec 6, 2012 1:48 PM

Melbourne, FL - Dec 6, 2012 - Harris has reached an agreement to sell the Broadcast Communications division to an affiliate of The Gores Group for $225 million. The price includes $160 million in cash at closing, a $15 million subordinated promissory note and an earnout of up to $50 million based on future performance. The transaction is subject to customary regulatory review and closing conditions and is expected to be completed in early 2013. On May 1, 2012, Harris announced plans to divest the Broadcast Communications division.

"The sale of Broadcast Communications reflects our strategy to optimize our business portfolio and focus on our core businesses," said William M. Brown, president and chief executive officer of Harris. "As previously communicated, we plan to repurchase up to $200 million of our shares after the deal closes. This is in addition to the $200 million of share repurchases already planned for fiscal 2013 and reflects our ongoing commitment to effectively deploy capital, including returning cash to shareholders."

The Gores Group, LLC is a global investment firm focused on acquiring controlling interests in mature and growing businesses that can benefit from the firm's operating experience and flexible capital base. The Gores Group was founded in 1987 by Alec E. Gores

Harris Morris, president of the Broadcast Communications division, sent a letter following the sale announcement.

I am very pleased to share with you the news that The Gores Group, a global investment firm focused on acquiring controlling interests in mature and growing businesses, has made a binding offer to acquire the Harris Broadcast Communications Division from Harris Corporation. The Gores Group has successfully acquired and operated more than 80 companies around the world, and we are excited to help continue that tradition.

An exciting new chapter ?Today's announcement marks a new chapter for both our company and our customers. I am very excited about this acquisition and the future of Harris Broadcast under new ownership.

The Gores Group brings enormous value to Harris Broadcast -- experience in diverse technology and media sectors, operational and financial expertise, a global investment approach, a flexible capital base, and a reputation for adding value to the businesses it acquires. Being owned by The Gores Group as a privately-held company will enable Harris Broadcast to capitalize on our market-leading position, continue to pursue growth opportunities, and aggressively respond to continually evolving market trends and customer needs.

A steady course? As I announced in an earlier communication, Harris Broadcast has retained use of the Harris brand for an extended period following the close. The Harris brand is highly regarded across the broadcast market -- and we are determined to maintain that. Regardless of ownership, our customers can feel confident doing business with a company they know and trust.

The Gores Group is acquiring all Harris Broadcast business areas and product lines and is excited by the end-to-end offering that Harris has in its portfolio. They are committed to developing leading edge technologies across the broadcast value chain.

We view our reputation for world-class support as our most highly valued asset, and our commitment to providing our customers with exceptional service at every stage of the sales cycle remains firm under new ownership.

Finally, we remain steadfast in our strategy to pursue attractive opportunities regardless of geographic location, which enables us to effectively address the needs of our growing global customer base.

In closing ?I want to extend my sincere appreciation for the loyalty you have shown our company as this process has unfolded, and reiterate that our valued relationships remain our top priority.

As we lead the business under new ownership, my global Harris Broadcast team and I will ensure our dedication to our customers and partners remains steadfast, and that we are completely focused on meeting your most important needs.

From a timing perspective, it is intended that this transaction will close in the first quarter of 2013. I invite you to contact any of the global team, including me, should you have any questions regarding this announcement.

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