JDSU and ETEK to merge!
SAN JOSE, Calif., Jan 17, 2000 (BUSINESS WIRE) -- 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.
The statements contained in this press release that are not purely
historical are forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Act
of 1934. These statements may be identified by their use of
forward-looking terminology such as "believes" and "expects" and
similar words. Such forward-looking statements include, but are not
limited to, statements regarding the expected benefits of the merger,
the expectation that the combined entity will have deeper resources,
and the belief that the merger will strengthen E-TEK's ability to
deliver more products to its customers. Such forward-looking statements
involve risks and uncertainties that could cause actual results to
differ materially from those projected for both companies. Risks and
uncertainties that could cause actual results to differ materially from
such forward-looking statements include, but are not limited to,
factors discussed from time to time in reports filed by JDS Uniphase
Corporation and E-TEK Dynamics with the Securities and Exchange
Commission. The forward-looking statements contained in this news
release are made as of the date hereof and JDS Uniphase Corporation and
E-TEK Dynamics do not assume any obligation to update the reasons why
actual results could differ materially from those projected in the
forward-looking statements.
Copyright (C) 2000 Business Wire. All rights reserved.
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