EX-99.1
6
a05-2564_2ex99d1.htm
EX-99.1
Exhibit
99.1
NEWS
For Release January 31, 2005 at 5:30 a.m. PST:
WJ Communications Completes
Acquisition of Telenexus, Inc
.
Fourth Quarter Financial Results Now to be
Released on February 17 After the Market Closes
SAN JOSE, CALIFORNIA January 31, 2005-WJ Communications, Inc.
(NASDAQ-WJCI), a leading designer and supplier of high-performance RF
semiconductors and Radio Frequency Identification (RFID) Reader products, today
announced that it has completed its previously announced acquisition of Telenexus,
Inc. of Richardson, TX. Telenexus is a RFID company that develops high quality,
innovative RFID products for a broad range of industries and markets.
"We are pleased to have completed this acquisition in a timely manner
and look forward to fully integrating Telenexus' RFID technology and
experienced engineering team into our operations", said Michael Farese, Ph.D.,
Chief Executive Officer and President of WJ Communications. "The addition of
Telenexus' RFID products and technology are expected to allow us to continue to
enhance our RFID reader offerings to further capitalize on this important
market opportunity".
The consideration paid to Telenexus by WJ Communications at closing,
including deposits into escrow, consisted of $3.0 million in cash and 2,333,333
shares of WJCI's Common Stock. Additionally, as previously announced, if the
Telenexus operations achieve certain revenue targets over an 18 month period,
Telenexus will receive further consideration of up to $5 million in a
combination of stock and cash.
Due to the timing of the completion of the acquisition of Telenexus, WJ
Communications will now report its fourth quarter and full year 2004 financial
results on Thursday, February 17, 2005 after the market close. The Company
had previously scheduled for its financial results to be released on Thursday, February 10,
2005. The Company will now host a conference call and live webcast at 5:00 p.m.
Eastern Time (2:00 p.m. Pacific Time) to discuss its results on February 17,
2005.
About WJ Communications
WJ Communications Inc. is a leading RF semiconductor company focusing
on the design and manufacture of high-quality devices, chipsets and multi-chip
modules (MCMs) for telecommunications, RF identification (RFID) and homeland
security systems worldwide. WJ's highly reliable amplifiers, mixers, RF
integrated circuits (RFICs), RFID reader modules, chipsets and MCM products are
used to transmit, receive and process signals that enable current and next
generation wireless and wireline services. For more information visit
www.wj.com or call 408-577-6200.
Safe Harbor
Statement under the Private Securities Litigation Reform Act of 1995:
This release contains forward-looking statements including financial
projections, statements as to the plans and objectives of management for the
completed acquisition, future operations, and statements as to the Company's
expectation regarding the completed acquisition, future economic performance,
financial condition or results of operations. These forward-looking statements
are not historical facts but rather are based on current expectations and our
beliefs. Words such as "may", "will", "expects", "intends", "plans", "believes,"
"seeks", "could" and "estimates" and variations of these words and similar
expressions are intended to identify forward-looking statements. The Company's
actual results may differ materially from those projected in these
forward-looking statements as a result of a number of factors, including, but
not limited to, the Company's successful transition to a pure RF semiconductor
company, the Company's ability to continue to cut future losses and return to
profitability in the long term, the Company's ability to utilize its cash
effectively, successful resolutions of certain contractual matters, actual improvement
in overall demand, technological innovation in the wireless communications
markets, the availability and the price of raw materials and components used in
the Company's products, the demand for wireless systems and products generally
as well as those of our customers, the adequacy of the Company's obsolete
inventory reserve, the success of the Company's new product introductions and
the Company's ability to expand its customer base, broaden its product offering
and deepen its penetration into existing customers, general economic
conditions, the completed acquisition, the integration and future performance
of the acquired business, the performance and success of the acquired product
lines, future performance of the RFIC business including the global economic
slowdown and such other factors as described from time to time in the Company's
filings with the Securities & Exchange Commission. Readers of this release
are cautioned not to place undue reliance on these forward-looking statements.
The Company undertakes no obligation to publicly update or revise the
forward-looking statements contained herein to reflect changed events or
circumstances after the date of this press release.
WJ Communications
Investor Relations Contacts:
Ephraim
Kwok
Chris
Danne, Rakesh Mehta
Chief
Financial Officer
the
blueshirt group for WJ Communications
408-577-6219
415-217-7722
ephraim.kwok@wj.com
chris@blueshirtgroup.com
rakesh@blueshirtgroup.com

EX - 99 . 1 6 a05 - 2564 _ 2ex99d1 . htm EX - 99 . 1 Exhibit 99 . 1 NEWS For Release January 31 , 2005 at 5 : 30 a.m. PST : WJ Communications Completes Acquisition of Telenexus , Inc . Fourth Quarter Financial Results Now to be Released on February 17 After the Market Closes SAN JOSE , CALIFORNIA January 31 , 2005 - WJ Communications , Inc . ( NASDAQ - WJCI ) , a leading designer and supplier of high - performance RF semiconductors and Radio Frequency Identification ( RFID ) Reader products , today announced that it has completed its previously announced acquisition of Telenexus , Inc . of Richardson , TX . Tele nexus is a RFID company that develops high quality , innovative RFID products for a broad range of industries and markets . " We are pleased to have completed this acquisition in a timely manner and look forward to fully integrating Telenexus ' RFID technology and experienced engineering team into our operations " , said Michael Farese , Ph . D . , Chief Executive Officer and President of WJ Communications . " The addition of Tele nexus ' RFID products and technology are expected to allow us to continue to enhance our RFID reader offerings to further capitalize on this important market opportunity " . The consideration paid to Telenexus by WJ Communications at closing , including deposits into escrow , consisted of $ 3.0 million in cash and 2,333,333 shares of WJCI 's Common Stock . Additionally , as previously announced , if the Tele nexus operations achieve certain revenue targets over an 18 month period , Tele nexus will receive further consideration of up to $ 5 million in a combination of stock and cash . Due to the timing of the completion of the acquisition of Telenexus , WJ Communications will now report its fourth quarter and full year 2004 financial results on Thursday , February 17 , 2005 after the market close . The Company had previously scheduled for its financial results to be released on Thursday , February 10 , 2005 . The Company will now host a conference call and live webcast at 5 : 00 p.m. Eastern Time ( 2 : 00 p.m. Pacific Time ) to discuss its results on February 17 , 2005 . About WJ Communications WJ Communications Inc . is a leading RF semiconductor company focusing on the design and manufacture of high - quality devices , chipsets and multi - chip modules ( MCMs ) for telecommunications , RF identification ( RFID ) and homeland security systems worldwide . WJ 's highly reliable amplifiers , mixers , RF integrated circuits ( RFICs ) , RFID reader modules , chipsets and MCM products are used to transmit , receive and process signals that enable current and next generation wireless and wireline services . For more information visit www.wj.com or call 408 - 577 - 6200 . Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 : This release contains forward - looking statements including financial projections , statements as to the plans and objectives of management for the completed acquisition , future operations , and statements as to the Company 's expectation regarding the completed acquisition , future economic performance , financial condition or results of operations . These forward - looking statements are not historical facts but rather are based on current expectations and our beliefs . Words such as " may " , " will " , " expects " , " intends " , " plans " , " believes , " " seeks " , " could " and " estimates " and variations of these words and similar expressions are intended to identify forward - looking statements . The Company 's actual results may differ materially from those projected in these forward - looking statements as a result of a number of factors , including , but not limited to , the Company 's successful transition to a pure RF semiconductor company , the Company 's ability to continue to cut future losses and return to profitability in the long term , the Company 's ability to utilize its cash effectively , successful resolutions of certain contractual matters , actual improvement in overall demand , technological innovation in the wireless communications markets , the availability and the price of raw materials and components used in the Company 's products , the demand for wireless systems and products generally as well as those of our customers , the adequacy of the Company ' s obsolete inventory reserve , the success of the Company 's new product introductions and the Company 's ability to expand its customer base , broaden its product offering and deepen its penetration into existing customers , general economic conditions , the completed acquisition , the integration and future performance of the acquired business , the performance and success of the acquired product lines , future performance of the RFIC business including the global economic slowdown and such other factors as described from time to time in the Company 's filings with the Securities & Exchange Commission . Readers of this release are cautioned not to place undue reliance on these forward - looking statements . The Company undertakes no obligation to publicly update or revise the forward - looking statements contained herein to reflect changed events or circumstances after the date of this press release . WJ Communications Investor Relations Contacts : Ephraim Kwok Chris Danne , Rakesh Mehta Chief Financial Officer the blueshirt group for WJ Communications 408 - 577 - 6219 415 - 217 - 7722 ephraim.kwok@wj.com chris@blueshirtgroup.com rakesh@blueshirtgroup.com