NEC and Aviat Agree to Integrate their Wireless Transport Businesses

Tokyo - NEC Corporation (NEC; TSE: 6701) announced today that it has entered into a definitive agreement with Aviat Networks, Inc. (Aviat; Nasdaq: AVNW), the leading expert in wireless transport and access solutions, to integrate its Wireless Transport Business with Aviat's in an asset purchase transaction valued at $70.0 million U.S. dollars in cash and shares.

NEC's wireless transport solutions brand, PASOLINK, is recognized by customers around the world for its leading quality and reliability. With highly complementary customers and markets, this combination will create the largest global wireless transport specialist and the third largest microwave vendor overall by revenue based on the latest industry report from Dell'Oro.

NEC is confident that the integration of its wireless transport division with Aviat will bring significant benefits to both companies. This agreement enables NEC to focus efforts on its core business while still maintaining a strong relationship with Aviat. As the largest minority shareholder of Aviat, NEC will designate a board member which Aviat agrees to nominate for election, ensuring continued collaboration and success for both companies. Both sides are committed to providing customers with a smooth transition period without service disruption and with the ultimate goal of a better customer experience as a result of the transaction. NEC will continue to operate the PASOLINK business in Japan.

“As a leader in the field of wireless transport, NEC has accumulated many years of advanced technologies and knowledge by providing solutions to a wide range of customers around the world," said Takayuki Morita, President and CEO, NEC Corporation. “Today, we are confident that this business integration with Aviat will enable customers to be provided with even more valuable solutions."

“This transaction advances Aviat's strategic goal to create the leading wireless transport specialist and to add meaningful scale to our business," said Pete Smith, CEO of Aviat Networks. “The combination of NEC products alongside Aviat's leading high-power mission critical radios, all-outdoor microwave and multi-band radios, and advanced microwave routing and software offerings creates a compelling solution set for any customer and will lead to new opportunities for Aviat to pursue select Tier 1 business."

Aviat and NEC have a history of collaborating together. In 2019, the two companies entered into an agreement for Aviat to serve as the channel partner for NEC in North America. “The transaction announced today builds off the relationship established between Aviat and NEC in 2019 and is proof that Aviat is capable of executing a seamless transition for NEC customers and employees," continued Mr. Smith. “We are eager to bring our best-in-class services and operations to NEC customers worldwide and implement the Aviat Operating Model to drive continuous improvement."

The transaction has been approved by the board of directors of both companies and is subject to customary closing conditions, including regulatory approvals. Aviat expects the deal to close in the third calendar quarter of 2023. The deal consideration is $45.0 million in cash and $25.0 million in Aviat stock.