M-tron Industries, Inc. (NYSE American: MPTI) ("Mtron" or the
"Company"), a defense electronics manufacturer with a "Made in the
USA" ITAR approved footprint, reiterates its year end results will
exceed previously reported expectations, and will outline its
competitive position for the expected changes in the defense
landscape.
On February 26th, 2025, the Company will be issuing preliminary
fourth quarter and full-year 2024 financial results and will hold
an investor call the next day on February 27th at 10:00 a.m.
Eastern Time, to preview the strategic landscape, answer questions,
and provide insights on the company’s direction forward.
In addition, the Company will present several important new
value-building strategic initiatives that include:
- Strength in organic business lines driven by continued
investment in new products
- its preliminary financial results for the fourth quarter and
full fiscal year 2024 will be released after the close of market on
Wednesday, February 26, 2025; and
- Michael J. Ferrantino, Jr., Chief Executive Officer, departs
the Company to transition to the Connectivity Partnership
The Company also announced today that Cameron Pforr, current
Chief Financial Officer of the Company, assumes the additional role
of Interim Chief Executive Officer.
"We are delighted to announce Cameron’s new role in the next
stage of development for Mtron’s shareholders and support him in
his strengthening of the Company’s competitive position," said Bel
Lazar, Chairman of the Board of Directors of the Company.
"We have built a strong platform since publicly listing just
over two years ago, including growth in EBITDA and product designs.
In actively examining the opportunity landscape, many smaller
American companies offer unique technologies that can develop
traction in the defense and commercial markets and could benefit
from Mtron’s resources, including its relationship network. I will
be transitioning to a general partner role at an investment fund
established to invest in connectivity solutions across software,
hardware, and services,” said Mr. Ferrantino. "I am excited to
continue to enhance value for MPTI shareholders with the Company's
strategic investment in the Connectivity Partnership."
The leadership transition will be further detailed in a Current
Report on Form 8-K to be filed with the Securities and Exchange
Commission (the “SEC”).
Rights Offering
Also announced today by the Company is an offering of
subscription rights, which is offered to all shareholders of record
as of 5:00 p.m. Eastern Time on March 3, 2025 (the "Record Date"),
which rights will be transferable. The rights offering entitles
stockholders as of the Record Date to one subscription right for
each share of Company common stock.
Under the terms of the subscription rights offering, five (5)
subscription rights can be exercised to purchase one (1) share of
common stock. The subscription price has yet to be determined. More
details of the rights offering are contained in a press release
which is available on the Company's website.
"The rights offering is a means of distributing value to
stockholders, and further accelerates the plans for growth,"
continued Chairman Lazar.
Plans for Growth
Mtron is positioning value to shareholders on multiple fronts,
including its core organic efforts, corporate mergers and
acquisitions, and the potential to benefit through a collective
investment vehicle in its connectivity partnership. After its
initial listing on the NYSE American just over two years ago, the
Company is now strategically positioning its listed platform with
an orientation towards corporate scale.
"This is an exciting time in the defense sector as the market
shifts towards our strengths. We believe that Mtron, as a
U.S.-based manufacturer of critical components and modules for
aerospace and defense, is well positioned for changes that are
expected to take place in the defense sector, including a shift
towards spending in electronic warfare, autonomous vehicles, and
Artificial Intelligence. The Company is NYSE American-listed and
could serve as a going public platform for mergers with other
business offering significant scale to shareholders. Regardless of
politics, defense is a growth sector and there are a limited number
of listed and nimble defense pure plays in the marketplace," said
Mr. Pforr.
As background, the Company formed a special committee in early
2024 to evaluate strategic alternatives. The committee engaged an
investment bank to assist it in looking at a broad range of options
to maximize value of shareholders. While not the focus, preliminary
discussions surfaced with a number of larger companies interested
in exploring an acquisition of the Company. The process also
identified many alternatives, including attractive companies of all
sizes that Mtron could acquire or merge with, in a variety of
transaction structures, for long-term value creation for Company
shareholders.
"Our products are a key component of many programs for both the
US and allied nations and Mtron expects to benefit from both
replenishment of U.S. stockpiles as well as increased European
defense spending. The Company also benefits from the further
integration of battlefield systems, and the importance of
communications between systems, which is also increasing the role
of electronic warfare. Additionally, as drone use increases and
missiles reach hypersonic speeds, further innovation in radar and
other systems is needed, which we excel at," said Mr. Pforr.
No Offer or Solicitation
This Press Release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of,
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction. A Form 8-A registration statement and prospectus
supplement describing the terms of the Rights Offering, including
the subscription rights and the shares of Common Stock issuable
upon exercise thereof, will be filed with the Securities and
Exchange Commission (the "SEC") and will be available on the SEC’s
website located at http://www.sec.gov. Holders of Common Stock or
other investors should read the prospectus supplement carefully,
including the Risk Factors section included and incorporated by
reference therein. This Press Release contains a general summary of
the Rights Offering. Please read the prospectus supplement, rights
agreement and other materials that the Company files with the SEC
when they become available as they will contain important
information about the terms of the Rights Offering.
Forward-Looking Statements
This Press Release contains "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Statements in this Press Release which are not historical
facts are forward-looking statements, including statements of
expectations of or assumptions about the Company’s financial and
operational performance, revenues, earnings per share, cash flow or
use, cost savings and operational efficiencies. The words
"anticipate," "assume," "believe," "budget," "estimate," "expect,"
"forecast," "intend," "plan," "project," "will," and similar
expressions are intended to identify forward-looking statements.
Such forward-looking statements are based on assumptions and
analyses made by the Company in light of its experience and its
perception of historical trends, current conditions, expected
future developments, and other factors that the Company believes
are appropriate under the circumstances. All forward-looking
statements involve a number of known and unknown risks and
uncertainties which could affect the Company’s actual results and
performance and could cause its actual results and performance to
differ materially from those expressed in any forward-looking
statements made by, or on behalf of, the Company. Additionally,
there can be no guarantee that any stockholder of the Company or
other investor will exercise the subscription rights held by such
stockholder or other investor, and as a result there can be no
guarantee that the Company will derive the benefits of the
transactions described in this Press Release. Further information
regarding the important factors that could cause actual results to
differ from projected results can be found in the Company’s reports
filed with the SEC, including the Company's Annual Report on Form
10-K for the fiscal year ended December 31, 2023, its Quarterly
Reports on Form 10-Q, and its other filings with the SEC.
Forward-looking statements are not guarantees of future performance
and actual results or performance may be materially different from
those expressed or implied in the forward-looking statements. The
forward-looking statements in this Press Release speak as of the
date of this Press Release. The forward-looking statements
contained in this Press Release reflect management’s estimates and
beliefs as of the date of this Press Release. The Company does not
undertake to update these forward-looking statements.
About Mtron
M-tron Industries, Inc. (NYSE American: MPTI) was originally
founded in 1965 and designs, manufactures and markets highly
engineered, high reliability frequency and spectrum control
products and solutions. As an engineering-centric company, Mtron
provides close support to its customers throughout our products’
entire life cycle, including product design, prototyping,
production and subsequent product upgrades. Mtron has design and
manufacturing facilities in Orlando, Florida and Yankton, South
Dakota, a sales office in Hong Kong, and a manufacturing facility
in Noida, India. For more information, visit www.mtronpti.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20250220777091/en/
M-tron Industries, Inc. Investor Relations Cameron Pforr
Interim Chief Executive Officer and Chief Financial Officer
ir@mtronpti.com
M tron Industries (AMEX:MPTI)
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