Lightwave Communications is a profitable company, led by CEO David Cheever, with over 15 years of experience providing customers with networking solutions. The acquisition has been approved by the board of directors of each company and is subject to various closing conditions.

Under the terms of the agreement, all outstanding shares and options of Lightwave Communications will be exchanged for Lantronix cash and common stock for an undisclosed amount. This acquisition will be accounted for as a purchase and is expected to be completed prior to the end of May 2001. In connection with the acquisition, Lantronix expects its operating EPS to expand by approximately $0.04-$0.05 per share for the fiscal year 2002, which begins July 1, 2001. Also under the terms of the agreement, all employees of Lightwave Communications will remain with the Company.

Lightwave expands Lantronix’s reach into the IT device server market, a category Lantronix built its foundation on with more than 11 years of experience in developing products that connect devices to networks. Console servers are device servers designed to assist an IT team in maintaining network integrity and effectiveness by providing remote monitoring and control over networked equipment. A product roadmap will be established that will combine both companies’ products onto a common platform, creating synergy between the two companies in manufacturing, engineering and technical support.

The acquisition of Lightwave Communications continues the growth strategy we outlined during our IPO, said Lantronix CEO Fred Thiel. In line with that strategy, this is the third full acquisition we’ve made to expand our product offering while also enhancing our earnings. With the addition of Lightwave to the Lantronix family of companies, we will be able to offer our customers a complete end-to-end device and system console management solution, helping them solve the problems of remote management, access and control of network devices in mission critical environments.

We are excited about joining the Lantronix team, said David Cheever, CEO of Lightwave Communications. We believe Lantronix’s established sales channels will open up new opportunities for Lightwave and will enhance our existing relationships with our high-end corporate customers. Our console management products compliment Lantronix’s existing Multiport Device Server offerings and will allow us to offer customers a complete line of network management solutions. In addition, we feel that Lantronix is an excellent match because, like us, they are an established company with a proven track record.