JDS Uniphase Closes Acquisition of Acterna, Inc.
August 03 2005 - 9:30AM
PR Newswire (US)
SAN JOSE, Calif., Aug. 3 /PRNewswire-FirstCall/ -- JDS Uniphase
Corporation (Nasdaq: JDSU; and TSX: JDU) today announced that it
has completed its acquisition of Acterna, Inc., and is moving ahead
with its integration plan. JDS Uniphase acquired privately held
Acterna on a cash-free, debt-free basis for approximately $450
million in cash and approximately 200 million shares of JDS
Uniphase common stock. On May 23, 2005, JDS Uniphase announced the
definitive agreement to acquire Acterna, a leading worldwide
provider of broadband and optical test and measurement solutions
for telecommunications and cable service providers and network
equipment manufacturers. The acquisition doubles the size of JDS
Uniphase's addressable communications market to more than $5
billion, and expands the Company's product portfolio to enhance the
deployment of Internet Protocol (IP)-based data, voice and video
services over optical long haul, metro, fiber-to-the-home, DSL and
cable networks. The acquisition of Acterna is expected to be
financially accretive immediately. Based on un-audited results for
the most recent fiscal year ended March 31, 2005, Acterna reported
a gross margin in excess of 50 percent and earnings before income
tax, depreciation or amortization (or EBITDA) of more than 11
percent of total revenues. More details regarding the acquisition
will be available during a conference call to discuss JDS
Uniphase's fourth quarter and fiscal 2005 results, scheduled to
begin at 2:00 p.m. Pacific Time on Thursday, August 18, 2005. To
access the live webcast, please visit JDS Uniphase's website at
http://www.jdsu.com/investors at least 30 minutes before the
scheduled start time to download any necessary audio or plug-in
software. A replay of the webcast will be available from 3:30 p.m.
Pacific Time on Thursday, August 18, 2005 until Thursday, September
1, 2005. About JDS Uniphase JDS Uniphase is the worldwide leading
provider of broadband test & measurement solutions and optical
products for communications, commercial and consumer markets. The
Company offers test and measurement systems and services for
telecommunications, cable service providers, and equipment
manufacturers. In addition, the Company offers components, modules
and subsystems for optical communication, display, security,
medical/environmental instrumentation, decorative, aerospace and
defense applications. More information is available at
http://www.jdsu.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. Such
forward-looking statements include, but are not limited to, any
statements or implications regarding: (i) any expected benefits of
the acquisition to JDS Uniphase, including, without limitation,
expected revenue, cost savings or profit levels or customer
benefits; (ii) the size of the industry addressed by Acterna and
the expected growth thereof; or (iii) Acterna's future revenue,
gross margin or EBITDA levels, as a separate company prior to
completion of the acquisition, or as a product group within JDS
Uniphase after completion of the acquisition. 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 risks that (a) the acquired business will not be
effectively integrated, such integration will be more costly or
time-consuming than expected, or the combined business will not
achieve expected financial results or synergies or otherwise
perform as expected, (b) the products and technology of the
acquired business will not perform as expected, or will not be
accepted or purchased by our customers, (c) test and measurement
market size assessments and growth expectations therefore may be
erroneous as the test and measurement industry is highly segmented
and has limited industry analyst coverage, (d) Acterna's historical
financial performance may not be indicative of future financial
performance as, among other things, Acterna's business is highly
seasonal, and (e) those risks discussed from time to time in
reports filed by JDS Uniphase Corporation 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 assumes no obligation to update the reasons why actual
results could differ materially from those projected in the
forward-looking statements. Contact: investors, Jacquie Ross,
Investor Relations of JDS Uniphase, +1-408-546-4445, or .
DATASOURCE: JDS Uniphase Corporation CONTACT: media, Jayme Curtis,
Public Relations, +1-408-546-7028 or , or investors, Jacquie Ross,
Investor Relations, +1-408-546-4445, or , both of JDS Uniphase Web
site: http://www.jdsu.com/
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