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Strategies & Market Trends : Gorilla and King Portfolio Candidates -- Ignore unavailable to you. Want to Upgrade?

To: Uncle Frank who wrote (3488)	7/6/1999 7:58:00 PM
From: Rick	Respond to of 54805

Uncle Frank: I heard somewhere that it has something to do with Canadian law. But I can't seem to find the message. Unph will have been discussed on 4 different threads over a period of only a few weeks as soon as the new one opens up. Fred

To: Uncle Frank who wrote (3488)	7/6/1999 8:39:00 PM
From: mariner	Read Replies (2) \| Respond to of 54805

Uncle Uniphase/JDS Fitel deal was structured as a merger of equals. Exchange rate for old UNPH shares is one to one with new NAZ listed JDSU shares (trading in US dollars). To accomodate Cdn investors, the shares are interlisted on the TSE, in Cdn dollars, symbol JDU. Exchange rate for JDS Fitel shareowners was just over .5 to 1 (something like .50855). eg. JDS Fitel owners (like me) received .50855 of a new JDS Uniphase share. Cdn residents only had the option of choosing either of the new shares - the idea being to allow us to continue to hold shares in the new company as "Canadian content" in our RRSPs (Cdn version of IRA - which sadly is limited to 20% max, non-Cdn content). (And yes that's a really stupid rule). The TSE based shares are completely exhangeable with the NAZ listed shares on a one for one basis - ie they represent the same unit of ownership. At the end of the day, there was no real premium involved, which is consistent with the "merger of equals" structuring of the deal. Note however that the Uniphase CEO is now CEO, while JDS CEO is now Prez and COO. For all intents and purposes, I think this is really representative of a North American company vice a purely US or Cdn one. On any given day, the difference in the share prices should really be a function of the US/Cdn $$ exchange rate more than anything else. All that said, I think this is a company with amazing potential going forward. The two dealmakers will make a very powerful combination if they can function effectively as a team. Product overlap, customers etc are very complementary as discussed in previous posts. Given the potential in this market, this company continues to warrant close scrutiny in our little game. mariner