SiliconBeat

It’s official: WJ Communications, all that’s left of the Palo Alto company founded in 1957 by Dean Watkins and H. Richard Johnson, ceased to be a publicly traded company after the markets closed Thursday, the same day its shareholders agreed to let the company be acquired by TriQuint Semiconductor for $1 a share in cash, or about $72 million.

In March, WJ said it was seeking “strategic alternatives” the same day it said that sales for its fiscal 2008 third quarter would be below expectations. The San Jose supplier of radio-frequency technology that had not shown a profit since 2000 said it hired Thomas Weisel Partners to help it evaluate its possibilities.

In its release Thursday announcing the sale approval, the company advised stockholders of WJ Communications who wanted to redeem their shares for cash should contact their broker or financial advisor.

WJ Communications — all that’s left of the Palo Alto company founded in 1957 by Dean Watkins and H. Richard Johnson — has agreed to be acquired by TriQuint Semiconductor for $1 a share in cash, or about $72 million.

The price was 18 percent above WJ’s closing price prior to the deal’s announcement, the
company said in a release included with its SEC filing Tuesday, and 50 percent higher than the stock’s average closing price for the prior thirty days.

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WJ Communications (ticker: WJCI), the San Jose supplier of radio-frequency technology, said Thursday that sales for its third quarter would be below expectations. The company “experienced several operational challenges” during the quarter, according to a statement by its chief executive, Bruce Diamond, including “several deliveries being rejected” by a vendor. Next quarter doesn’t look to be any better, based on “initial indications by (its) customers that overall demand will be lower than previously expected.”

WJ’s  shares fell 24 percent after the news to 91 cents, their first trip below $1 in nearly two years.

It was perhaps a good time to also announce that the company’s board hired investment banking firm Thomas Weisel Partners “to assist in the evaluation of strategic alternatives in order to maximize shareholder value.” The company has not shown a profit since 2000.

Since being hired in June 2005, Diamond restructured the company by jettisoning its wafer production operations in favor of a fabless semiconductor business model. That followed previous restructurings in 2001 and 2002.

The company has a history of redefining itself.

If you are willing to date yourself, you may recall that WJ is the legacy company of
Watkins-Johnson, which was originally founded in 1957 in Palo Alto. It was primarily a defense contracting firm providing the government with systems and devices for the electronic warfare market.

As late as 1988, 90 percent of the company’s sales came from defense electronics. By 1995, in the wake of the end of the Cold War, that share was down to 40 percent, as the company branched out into making chip manufacturing equipment and products for wireless telecommunications.

The company was taken private in a $321 million buyout by Fox Paine in October 1999, but re-emerged as a “new” public company less than a year later in August 2000, when it offered shares to the public at $16 each. They more than doubled that first day, giving Fox Paine’s stake in the company a value of about $1.4 billion.

The shares, which traded above $52 within a month of the IPO, fell below their initial
offering price by the end of January 2001, where they have stayed ever since.

We try not to take it personally, but it seems everyone wants to leave Silicon Valley these days, probably to save a buck or two. But as they say, you have to spend money to save money.

In an 8-K filed Thursday, WJ Communications said its board voted earlier this month to offshore its “final test and support operations” to the Philippines from San Jose. Cost: $600,000 for employee severance and retention, and another $300,000 in start-up costs. And that probably doesn’t even include the cost of getting satellite TV to watch Sabercats games.

Meanwhile, Borland Software, which back in April said it was moving its headquarters from Cupertino to Austin, filed an 8-K Thursday disclosing its moving expenses. Cost: $4.5 million to $5 million in moving and personnel expenses.