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JDS Uniphase and E-TEK Dynamics Agree to $15 Billion Merger
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SAN JOSE, Calif.--(BUSINESS WIRE)--Jan. 17, 2000--JDS Uniphase Corporation
(Nasdaq:JDSU)(TSE:JDU) and E-TEK Dynamics Inc. (Nasdaq:ETEK) announced today the signing
of a definitive merger agreement valued at approximately $15 billion based on January 14, 2000
closing stock prices.
The merger agreement provides for the exchange of 1.1 shares of JDS Uniphase common stock for
each common share of E-TEK. Completion of the transaction is subject to customary closing
conditions, including an E-TEK stockholders' vote and regulatory approvals. Following completion
of the transaction, E-TEK will operate as a wholly-owned subsidiary of JDS Uniphase.
The companies are proposing to merge in response to unprecedented growth in the
telecommunications industry today. As a result of the explosive demand for bandwidth, service
providers have accelerated deployment of fiberoptic systems in their networks. To meet these
aggressive deployment plans, systems manufacturers are looking both internally and to merchant
optical component and module suppliers to expand production, shorten development cycles and
provide new products and functionalities.
The merger brings together the complementary strengths of JDS Uniphase and E-TEK Dynamics and
is expected to enable a more rapid scaling of operations bringing greater volume and a broader range
of products to customers faster. One of the many expected benefits of the merger will be the
combination of E-TEK's packaging technology and capacity with JDS Uniphase's optical filter
capability and supply which was enhanced by its pending merger with OCLI.
In addition to the merger, the companies also announced the signing of a mutual supply agreement
in order to immediately increase the supply of certain of the companies' products to customers.
Kevin Kalkhoven, JDS Uniphase Co-Chairman and CEO stated, "We are very pleased to be joining
E-TEK with JDS Uniphase. As a combined entity, we expect to have deeper resources to continue
our strategy of expanding our scale and scope to enable the industry to fulfill the optical promise of
unlimited bandwidth."
Michael Fitzpatrick, E-TEK Chairman, President and CEO added, "We are very excited about the
merger of our two companies. By joining together, we believe we will eliminate inefficiencies in the
supply chain, allowing us to deliver more products to our customers. In doing so, we hope to
catalyze the evolution of optical networking."
Jozef Straus, JDS Uniphase, Co-Chairman, President and COO commented, "Today's announcement
marks the beginning of a great partnership between two companies with a common passion for
optical networking. We strongly believe that our combined manufacturing capacity and product
innovation capability will strengthen our ability to meet and exceed our customer expectations."
E-TEK has approximately 2,450 employees and reported revenues of $72.5 million in its second
quarter ended January 1, 2000. JDS Uniphase has over 8,200 employees and reported sales of $230.1
million in its first quarter ended September 30, 1999.
E-TEK Dynamics, Inc., headquartered in San Jose, Calif., is a leader in the design and manufacturing
of high quality passive components and modules for fiberoptic systems. E-TEK's wavelength
division multiplexers ("WDMs") are designed to increase the bandwidth capacity of new and
existing fiberoptic networks.
Other E-TEK components, including isolators, couplers and integrated optics, are important in
enabling optical communications systems. These products are utilized in terrestrial and submarine
long-haul fiberoptic networks as well as in emerging short-haul applications, such as metropolitan
area networks. More information on E-TEK is available at www.e-tek.com.
JDS Uniphase, headquartered in San Jose, Calif., and Nepean, Ontario, is a high technology
company that designs, develops, manufactures and distributes a comprehensive range of products
for the growing fiberoptic communications market. These products are deployed by system
manufacturers worldwide to develop advanced optical networks for the telecommunications and
cable television industries.
JDS Uniphase Corporation is traded on the Nasdaq National Market under the symbol JDSU and the
exchangeable shares of JDS Uniphase Canada Ltd. are traded on The Toronto Stock Exchange under
the symbol JDU. More information on JDS Uniphase is available at www.jdsunph.com. |
