Slide 1: Comtech to Acquire TeleCommunication Systems, Inc. in a $430.8 Million Transaction
Comtech Telecommunications Corp. To Acquire TeleCommunication Systems, Inc. in a $430.8 Million Strategic and Cash Accretive Transaction Creates Scale and More Diversified Earnings Provides Entry into Growing Commercial Markets Enhances Position with Existing Customers Generates Meaningful Cost Syne
Slide 2: Forward-Looking Statements
Forward - Looking Statements 2 Cautionary Statement Regarding Forward - Looking Statements Certain information in this presentation contains forward - looking statements regarding Comtech Telecommunications Corp . (“ Comtech ” or the “Company ”) , including but not limited to, information relating t
Slide 3: Overview of TeleCommunication Systems
Overview of TeleCommunication Systems 3 Commercial • Leading provider of 911 technology for routing calls via cellular, VoIP, and NextGen systems • Hosts and manages cellular carrier infrastructure for text messaging • Developing “Trusted Location” technology Government • Provides mission - critical
Slide 4: Key Strategic Benefits
Key Strategic Benefits 4 + Provides Entry Into Growing Commercial Markets • TCS markets are at growth inflection points • Expands Comtech into public safety markets that are adopting NextGeneration 911 solutions • Expands Comtech into the mobile application market which has a need for Trusted Locati
Slide 5: Creates Scale and More Diversified Earnings
44% 56% 50% 50% 68% 32% 53% 47% 89% 11% 56% 44% Creates Scale and More Diversified Earnings 5 Standalone Revenue Breakdown (2) Pro Forma Combined Revenue Breakdown Notes: (1) Represents TCS’s financials for the four fiscal quarters ended September 30, 2015. (2) Based on Comtech’s fiscal year ended J
Slide 6: TCS Markets Are at Growth Inflection Points
TCS Markets Are at Growth Inflection Points 6 Notes: (1) Based on TCS’s fiscal year ended December 31, 2014. Safety & Security Solutions Applications Solutions Government Solutions Cyber Intelligence Solutions 50% Examples: • NextGen 911 • ESInet Examples: • Trusted Location • Indoor Location Exampl
Slide 7: Expands Comtech's Hardware Product Portfolio
Expands Comtech’s Hardware Product Portfolio 7 Notes: (1) SNAP = Secret / Non - secure Internet Protocol Router Access Point very small aperture terminal (VSAT) satellite ground termi nal. VSAT Advanced Products and Components Protected Communications Connected Mobility Solutions Baseband Wireless W
Slide 8: Positions Comtech on Mobile Devices
Positions Comtech on Mobile Devices 8 Short Message Service Center (“SMSC”) • Software has been used by wireless carrier subscribers to send and receive text or data messages since 1997 • Systems enable the use of text messaging to communicate with 911 public safety answering points through major ne
Slide 9: TCS Brings Adjusted EBITDA of ~$40.4 Million Excluding Synergies to Comtech
TCS Brings Adjusted EBITDA of ~$40.4 million Excluding Synergies to Comtech 9 Transaction Related Expenses Acquisition Expected to be Cash Accretive • Comtech preliminarily estimates that it will incur approximately $27.5 million of transaction related expenses including certain change - in - contro
Slide 10: Reconciliation of GAAP Net Income to Adjusted EBITDA
10 Reconciliation of GAAP Net Income to Adjusted EBITDA TCS CMTL Excluding Synergies Four Fiscal Quarters Ended September 30, 2015 Four Fiscal Quarters Ended July 31, 2015 Pro Forma Combined (2) Reconciliation of GAAP Net Income to Adjusted EBITDA (1) : GAAP net income $ 3,688 $23,245 $26,933 Intere
Slide 11: Additional Information About the Tender Offer
11 Additional Information About the Tender Offer The tender offer described herein has not yet commenced . The description contained herein is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any shares of TCS . At the time the tender offer is commen