Teledyne Technologies Incorporated (NYSE:TDY) (“Teledyne”) and FLIR Systems, Inc. (NASDAQ:FLIR​​​​​) (“FLIR”) jointly announced today that they have entered into a definitive agreement under which Teledyne will acquire FLIR in a cash and stock transaction valued at approximately $8.0 billion.

Under the terms of the agreement, FLIR stockholders will receive $28.00 per share in cash and 0.0718 shares of Teledyne common stock for each FLIR share, which implies a total purchase price of $56.00 per FLIR share based on Teledyne’s 5-day volume weighted average price as of December 31, 2020. The transaction reflects a 40% premium for FLIR stockholders based on FLIR’s 30-day volume weighted average price as of December 31, 2020.

As part of the transaction, Teledyne has arranged a $4.5 billion 364-day credit commitment to fund the transaction and refinance certain existing debt. Teledyne expects to fund the transaction with permanent financing prior to closing. Net leverage at closing is expected to be approximately 4.0x adjusted pro forma EBITDA with leverage declining to less than 3.0x by the end of 2022.

Teledyne expects the acquisition to be immediately accretive to earnings, excluding transaction costs and intangible asset amortization, and accretive to GAAP earnings in the first full calendar year following the acquisition.

“At the core of both our companies is proprietary sensor technologies. Our business models are also similar: we each provide sensors, cameras and sensor systems to our customers. However, our technologies and products are uniquely complementary with minimal overlap, having imaging sensors based on different semiconductor technologies for different wavelengths,” said Robert Mehrabian, Executive Chairman of Teledyne. “For two decades, Teledyne has demonstrated its ability to compound earnings and cash flow consistently and predictably. Together with FLIR and an optimized capital structure, I am confident we shall continue delivering superior returns to our stockholders.”

“FLIR’s commitment to innovation spanning multiple sensing technologies has allowed our company to grow into the multi-billion-dollar company it is today,” said Earl Lewis, Chairman of FLIR. “With our new partner’s platform of complementary technologies, we will be able to continue this trajectory, providing our employees, customers and stockholders even more exciting momentum for growth. Our Board fully supports this transaction, which delivers immediate value and the opportunity to participate in the upside potential of the combined company.” Jim Cannon, President and Chief Executive Officer of FLIR, said, “We could not be more excited to join forces with Teledyne through this value-creating transaction. Together, we will offer a uniquely complementary end-to-end portfolio of sensory technologies for all key domains and applications across a well-balanced, global customer base. We are pleased to be partnering with an organization that shares our focus on continuous innovation and operational excellence, and we look forward to working closely with the Teledyne team as we bring our two companies together to capitalize on the important opportunities ahead.”

Company will present 10 different models at CES 2021.

Apple already using prototypes during internal testing in upcoming Macbooks.

Apple versions can differ from the rest in maximum brightness as Apple wants to reach 1000 nits.

Another prototype Apple is testing is OLED with almost 100% Rec 2020 coverage.

Words —
even the finest —
turn into litter,
wearing threadbare
with use and barter.
Today
I want to infuse
new glitter
into the most glorious of words:
PARTY.
Individual—
what can he mean
in life?
His voice
sounds fainter
than a needle dropping.
Who hears him?
Only, perhaps,
his wife,
and then if she's near
and not out shopping.
A Party's
a raging
single-voiced storm
compressed
out of voices
weak and thin.
The enemy strongholds
burst with its roar
like eardrums
when cannon
begin their din.
One man alone
feels down and out.
One man alone
won't make weather.
Any old bully
can knock him about—
even weaklings
if two together.
But when
we midgets
in a Party stand—
surrender,
enemy,
fade
out of sight!
A Party's
a million-fingered hand
clenched
into one fist
of shattering might.
What's an individual?
No earthly good.
One man,
even the most important of all,
can't raise a ten-yard log of wood,
to say nothing
of a house
ten stories tall.
A Party means millions
of arms,
brains
eyes
linked
and acting together.
In a Party
we'll rear our projects to the skies,
upholding and helping
one another.
The Party's
the compass
that keeps us on course,
the backbone
of the whole working class.
The Party
embodies
the immortality of our cause,
our faith
that will never
fail or pass.
Yesterday an underling,
today
whole empires I'm uncharting.
The brain,
the strength,
the glory of its class,
that's what it is,
our Party.
Lenin
and the Party
are brother-twins.
Who'll say
which means more
Vladimir Ilyich Lenin
to History, their mother?
Lenin
and the Party
are the closest kin;
name one
and you can't but imply
the other.

V. Mayakovsky

English version from https://mayday.leftword.com/attachments/Lenin-150-1.pdf

A free Mac app called Amphetamine keeps your computer from going to sleep. Launched in 2014, the app has been downloaded over 432,000 times and has received high ratings in the Mac App Store. Six years later, Apple suddenly decided that Amphetamine was breaking App Store rules.

Amphetamine developer, William Gustafson, detailed how the events unfolded. Apple first contacted him and announced that Amphetamine would be removed from the Mac App Store on January 12, 2021. An Apple spokesman noted that Amphetamine violates the following rule:

Apps that encourage the consumption of tobacco and e-cigarettes, drugs or alcohol are not allowed in the App Store. Apps that encourage minors to consume any of these substances will be rejected. Promotion of the sale of marijuana, tobacco, or prohibited substances is prohibited.

An Apple spokesman added, “Your app appears to be contributing to the misuse of prohibited substances. In particular, the name and icon of your application contains links to prohibited substances, pills. "

Gustafson tried to explain that Amphetamine does not promote illicit drug use because amphetamine is a legal prescription drug in the United States. He also noted that the Amphetamine supplement does not encourage the use of amphetamine "irresponsibly, illegally or for fun."

Gustafson created a petition on Change.org, and just yesterday he announced on Twitter that Apple has carefully studied his explanation, as a result of which Amphetamine will remain in the Mac App Store.

Ever dreamed of corporation full of sick idiots who can't even check that application is doing? And most of them are able only read Apple rules, but not able to understand any complex text.

The authorities of the Chinese city of Heihe in the northeastern province of Heilongjiang have decided to suspend the work of urban public transport due to the worsening epidemiological situation. The ban applies to both buses and taxis. The resumption of work will be announced later.

Heilongjiang's Health Committee previously reported that four new cases of acute coronavirus were detected in Heihe, all of which were previously listed as asymptomatic.

The ports of Dalian and Qingdao are also closed. This is part of strange propaganda that COVID comes to China via frozen fish.

More than 100,000 Zyxel firewalls, VPN gateways, and AP controllers contained a hard-coded administrative backdoor account that, on occasion, could give cybercriminals root access to devices via SSH or a web admin panel.

The dangerous account was discovered by specialists from Eye Control, based in the Netherlands. They also recommended the owners of all affected devices to update them as soon as possible, since the vulnerability is really extremely unpleasant.

Attackers of all levels - from DDoS botnet operators to government cyber groups and ransomware creators - can use the detected backdoor account to infiltrate internal networks.

Among the vulnerable devices are popular enterprise-grade models from Zyxel. Typically, such devices are used in private organizations and government networks. Experts have identified the following product lines, the owners of which should be wary of the backdoor:

ATP series - used primarily as a firewall;

• USG-series - used as a hybrid of firewall and VPN gateway;
• USG FLEX series - also used as a firewall and VPN gateway;
• VPN series - used exclusively as a VPN gateway;
• NXC-series - used as a WLAN access point controller.

So, main idea is to add additional parameters and Diamond efficiency. Plus also measure noise in dB(A) - this is not good idea.