To: Tom Ardnij who wrote (27614 ) 7/11/2000 9:29:29 AM From: StockHawk Read Replies (1) | Respond to 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