---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-256549"
form_type: "8-K"
ticker: null
cik: "0001057083"
company_name: "PC TEL INC"
filed_at: "2023-10-16T23:59:59+00:00"
generated_at: "2026-06-09T23:04:17.084880+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# PCTEL agrees to be acquired by Amphenol for $7.00/share in all-cash deal valued at ~$139.7M

## Summary
- All-cash transaction: $7.00 per share, valuing PCTEL at approximately $139.7 million.
- Purchase price represents a premium of over 50% to PCTEL's October 13 closing price.
- Transaction expected to close in Q4 2023 or early 2024, subject to stockholder approval and customary conditions.
- PCTEL's Board of Directors unanimously approved the agreement; Amphenol to finance with cash on hand.
- Upon completion, PCTEL will be a wholly owned subsidiary of Amphenol and shares will no longer be publicly listed.

## SEC filing metadata
- accession: 0001193125-23-256549
- form_type: 8-K
- cik: 0001057083
- company_name: PC TEL INC
- filed_at: 2023-10-16T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 5.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1057083/000119312523256549/0001193125-23-256549-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1057083/000119312523256549/d564326d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-256549
- JSON: https://secwatch.observer/filing/0001193125-23-256549.json
- Plain text: https://secwatch.observer/filing/0001193125-23-256549.txt

## Key facts
- Governance Changes
  PC TEL INC: Adopted forum selection bylaw amendment designating Delaware courts for certain disputes (effective 2023-10-13).
  - Change: bylaw amendment
  - Effective: 2023-10-13
  source text: On October 13, 2023, the Board adopted and approved, effective immediately, an amendment to the Amended and Restated Bylaws of the Company (such amendment, the " Forum Selection Amendment ") to provide that derivative actions, actions for breach of fiduciary duties, claims against the Company’s officers, directors, employees or agents and intra-corporate disputes involving the Company are litigated exclusively in the Delaware Court of Chancery, and to the extent the Delaware Court of Chancery does not have jurisdiction with respect to certain matters, the United States District Court for the District of Delaware, and that actions arising under the Securities Act of 1933, as amended, are litigated exclusively in the U.S. federal district courts.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1057083/000119312523256549/0001193125-23-256549-index.htm
- Material Agreements
  PC TEL INC entered into Agreement and Plan of Merger with Amphenol Corporation and Hilltop Merger Sub, Inc. valued at $7.00 in cash (effective 2023-10-13).
  - Action: entry
  - Agreement: merger
  - Counterparty: Amphenol Corporation and Hilltop Merger Sub, Inc.
  - Value: $7.00 in cash
  - Effective: 2023-10-13
  source text: On October 13, 2023, PCTEL, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Amphenol Corporation, a Delaware corporation (“ Parent ”) and Hilltop Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“ Merger Sub ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1057083/000119312523256549/0001193125-23-256549-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.