Knowles Corp (KN): M&A transaction — Knowles closes $150M sale of consumer MEMS microphone business to Syntiant

Knowles Corp

Total consideration: $70M cash plus $80M in Syntiant Series D-2 preferred stock.
Knowles provided $6.4M financing to Syntiant and granted up to $13.5M credit for separation costs.
Knowles obtains board observer rights on Syntiant's board as long as it holds sufficient preferred shares.
Pro forma shows CMM segment removal turns net loss of $256M to net earnings of $13M for 9M 2024.
CEO states sale marks milestone in transformation to industrial technology company focusing on higher-value markets.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Knowles Corp completed a disposition involving Syntiant Corp. for $150.0 million in total consideration, consisting of $70.0 million in cash and $80.0 million in series D-2 preferred stock (closed 2024-12-27).

Action: disposition
Counterparty: Syntiant Corp.
Consideration: $150.0 million in total consideration, consisting of $70.0 million in cash and $80.0 million in series D-2 preferred stock
Closing: 2024-12-27

Exact text from the filing

d, collectively with certain of its wholly owned subsidiaries, “Sellers”), completed the previously announced sale of certain assets and liabilities of the Company’s consumer MEMS microphones business (the “Business”) and the transfer of Business employees to Syntiant Corp., a Delaware corporation (“Buyer”), in accordance with the Purchase and Sale Agreement, dated as of September 18, 2024 (the “Purchase Agreement”, and such transaction, the “Transaction”).

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Source: SEC EDGAR

accession 0001587523-24-000102

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