To: CNC who wrote (332 ) 5/25/1999 8:19:00 PM From: Chris Stovin Read Replies (2) | Respond to of 24042
Tuesday May 25, 5:35 pm Eastern Time Company Press Release SOURCE: JDS FITEL Inc. JDS FITEL And Uniphase Schedule Shareholder Meetings To Approve Merger NEPEAN, ON and SAN JOSE, CA, May 25 /CNW-PRNewswire/ - JDS FITEL (TSE: JDS - news) and Uniphase Corporation (Nasdaq: UNPH - news) announced today that the shareholder meetings to approve the merger of the two companies have been scheduled for June 28, 1999. This announcement follows approval by the U.S. Securities and Exchange Commission of the joint proxy statement for mailing to the shareholders of the two companies. The shareholders will be asked to consider and vote upon the proposal to merge the two companies to form JDS Uniphase Corporation. In addition, Uniphase stockholders will be asked to consider and vote upon proposals to increase the number of authorized shares from 100 million to 200 million and increase the number of shares of common stock available under its employee stock purchase plan from 1 million shares to 2.5 million. The companies anticipate mailing the JDS FITEL management information circular and the Uniphase proxy materials to shareholders on or before June 2, 1999. JDS FITEL is a Canadian high technology company that manufactures and distributes a broad range of products for the growing fiber optic communications market. The Company executes its business strategy through its advanced design capabilities, proprietary manufacturing tools and processes and, in particular, its early participation in advancing market and technology trends. JDS FITEL's common shares are listed on The Toronto Stock Exchange under the symbol JDS. More information on JDS FITEL is available at www.jdsfitel.com. Uniphase Corporation is an optoelectronics company that designs, develops, manufactures and markets fiber optic telecommunications components, modules and lasers. The Company's telecommunications products include semiconductor lasers, high-speed external modulators, transmitters and optical modules for fiber optic networks in the telecommunications and cable television industries. The Company's laser division produces laser subsystems for a broad range of OEM applications, including biotechnology, industrial process control and measurement, graphics and printing, and semiconductor equipment. Uniphase is headquartered in San Jose, Calif. Its stock is traded on the Nasdaq National Market under the symbol UNPH and its shares are included int he Nasdaq-100 Index. The Uniphase website address is www.uniphase.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,'' ''expect,'' ''may,'' ''should,'' ''would,'' ''will,'' ''intends,'' ''plans,'' ''estimates,'' ''anticipates'' and similar words. Such forward-looking statements include, but are not limited to, statements regarding the expectations, intentions or strategies of Uniphase or JDS FITEL, possible benefits to Uniphase or JDS FITEL as a result of the pending combination of Uniphase and JDS FITEL described above and the likelihood that such transaction will be successfully completed. Such forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected. Risks and uncertainties that could cause actual results to differ materially from such forward-looking statements, include, but are not limited to the speed of integration of the two businesses, transaction risks such as unanticipated regulatory or other problems in completing the JDS FITEL merger, and other factors discussed from time to time in reports filed by Uniphase with the Securities and Exchange Commission. The forward-looking statements contained in this news release are made as the date hereof and Uniphase assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ materially from those projected in the forward-looking statements.