Airvana, a provider of mobile broadband network infrastructure products, said that it has entered into a definitive agreement with a newly formed company to be owned by affiliates of SAC Private Capital Group, GSO Capital Partners, Sankaty Advisors and ZelnickMedia, in a transaction valued at approximately $530m.
Under the terms of the agreement, at closing, each share of Airvana common stock will be exchanged for $7.65 cash. Certain members of management of Airvana, including Randy Battat, president and CEO and founders Vedat Eyuboglu and Sanjeev Verma, will exchange a portion of their shares for an equity interest in the acquirer. Merle Gilmore, former president of Motorola’s Communications, will serve as chairman of the company following the closing.
Airvana said that it will continue to focus on its two major mobile broadband product lines EV-DO software and femtocells. 72 Mobile Holdings, the entity formed to acquire Airvana, has secured committed financing, consisting of a combination of equity to be provided by the investor group and debt financing led by GSO Capital Partners on behalf of funds managed by it and its affiliates.
The transaction was unanimously approved by Airvana’s board of directors and by a special committee of independent directors. The special committee, which did not include any member of management, was established to undertake a review of Airvana’s strategic alternatives.
The transaction, which is expected to be completed end of the first quarter of 2010, is subject to approval of Airvana shareholders, regulatory approvals and other closing conditions.
