NI initiates strategic review, eyes potential sale

The test and measurement company’s board has initiated a review and evaluation of strategic options, in consultation with its financial and legal advisors, with the intent to unlock and maximise shareholder value.

The company says that the comprehensive review will include consideration of a full range of available strategic, business and financial alternatives, including solicitation of interest from potential acquirers and other transaction partners, some of whom have already approached the Company.

“Over the last five years, we have been executing an exciting strategic transformation, increasing our focus on complete solutions for high-growth vertical markets,” said Michael McGrath, Chairman of the Board of NI. “We have organised around industry business units, with a sales organisation that focuses on these industries, and are selling complete solutions for much larger sales. We have seen considerable success with this new strategic direction, resulting in a significant increase in bookings over the last two years. In 2023, we are taking the next step in this transformation, with significant improvements in operating efficiencies. As we previously disclosed, we expect significant shareholder benefits from these initiatives in 2023 and beyond. Notwithstanding our confidence in NI’s prospects, we believe initiating a strategic review to explore options to maximize value for our shareholders is the right path forward at this time.”

“The strategic initiatives we have implemented since 2017 and our focus on software and related services have transformed NI into a company with higher growth, better profitability and lower cyclicality,” said Eric Starkloff (pictured), NI’s Chief Executive Officer. “These changes have enabled deliberate focus on high-growth sub-segments, including electric and autonomous vehicles, wireless communications and new space technology. As we undertake this review and evaluation of strategic options, we will remain focused on the execution of our strategy and delivering value for all of our key stakeholders, including shareholders, customers, partners and employees.”

The Company also announced that the Board has approved the adoption of a limited duration shareholder rights plan (the "Rights Plan") and authorised a dividend distribution of one right ("Right") for each outstanding share of common stock. The Rights Plan has been adopted in order to protect the best interests of the Company and its shareholders, help ensure that all interested parties have the opportunity to participate fairly in the strategic review and to provide the Board and shareholders time to make informed decisions.

The Rights Plan is also intended to reduce the likelihood that any person or group gains control of the Company through open market accumulation or other tactics and reduce the likelihood that actions are taken by third parties that are not in the best interests of the Company and all of its shareholders.

The Rights Plan will expire on January 12, 2024.

There is no deadline or definitive timetable set for completion of the strategic review, and there is no assurance that this process will result in any specific transaction, including a business combination or acquisition of NI. There is also no assurance as to the specific terms or timing for any agreed transaction if one were to result. The Company does not plan to make further comment or disclosures regarding this review until such time as required by law or otherwise deemed appropriate.