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Strategies & Market Trends : Gorilla and King Portfolio Candidates

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To: Tom Ardnij who wrote (27614)7/11/2000 9:29:29 AM
From: StockHawk  Read Replies (1) of 54805
 
re: A few interesting points on JDSU/SDLI - quickness, anti-trust, Phase IV, etc.

from SEC filings:

relative size:

HOW MANY SITES DO SDLI AND JDS UNIPHASE HAVE WORLDWIDE? WHAT IS THE
SQUARE FOOTAGE OF EACH COMPANY'S OPERATIONS? HOW MANY EMPLOYEES DOES
EACH COMPANY HAVE?
- JDSU has over 30 locations worldwide with over 3.8 million
square feet and SDL has 9 locations with approximately 600,000
square feet. JDSU currently has approximately 17,000 employees
while SDL has 1,700.

SDL's largest customers are Alcatel, JDS Uniphase and Corning

how quickly it happened:

THE E-TEK ACQUISITION CLOSED ONLY TEN DAYS AGO; WHY DIDN'T YOU TELL
INVESTORS ABOUT YOUR DISCUSSIONS PRIOR TO CLOSING THE E-TEK TRANSACTION?
- Our negotiation with SDL began after the E-TEK closing on June
30th and were initiated that day by SDL contacting us and
inviting us to participate in a competitive process for the
purchase of SDL. SDL was aware that we could not do anything
until E-TEK closed and therefore waited until that transaction
closed before contacting us.

YOU JUST CLOSED THE E-TEK ACQUISITION, AND IT SURELY IS NOT YET
INTEGRATED WITH JDS UNIPHASE; AREN'T YOU MOVING TOO FAST?
- Our industry is moving very, very quickly and a key to our
success is our ability to also move quickly to bring the right
products to market at the right time to enable and participate
in this growth. WE believe that agility and focus on rapid
expansion are key competencies in our company - and our
integration philosophy is very much focused on quick wins in
terms of value creation for our customers.
- Having said that, it is important to remember that we are
already underway with the E-TEK integration; and we do not
expect our merger with SDL to close until December; Integration
with SDL will not begin until after we close (except for
integration planning).

anti-trust:

THE ARBITRAGEURS WILL NOT LIKE THIS MERGER BECAUSE OF ANTI-TRUST
UNCERTAINTIES; WHY ARE YOU DOING IT?
- While we recognize the important role the arbitrage community
plays, we are undertaking this merger for the benefit of our
customers and our stockholders; we have discussed regulatory
matters extensively with counsel for both companies and have
concluded that this merger will ultimately receive regulatory
approval.

the price:

WHY DID YOU PAY OVER $440 PER SHARE?
- We believe that SDL has exceptional growth prospects without
synergies and with obvious synergies we see incremental
opportunities
- Excellent product fit between the two companies - SDL has key
enabling technologies for optical networking - Premiums of this
nature are typical in technology deals

IS THIS PHASE FOUR?
- No, it is not; we still plan to execute this critical step in
our strategy and will advise the investment community as we do.

StockHawk
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