SAN JOSE, Calif., July 10, 2018 /PRNewswire/ -- Oclaro, Inc.
(NASDAQ: OCLR) ("Oclaro") announced that, based on the vote tally
from Oclaro's Special Meeting of Stockholders held earlier today,
Oclaro's stockholders approved the merger agreement under which
Lumentum Holdings Inc. (NASDAQ: LITE) ("Lumentum") will
acquire Oclaro. Stockholders also approved other proposals
relating to the transaction.
Approximately 96.2% of voting Oclaro stockholders cast their
votes in favor of the proposal to approve the merger agreement,
representing approximately 65.6% of Oclaro's outstanding common
stock as of the record date for the Special Meeting of
Stockholders.
Greg Dougherty, Oclaro CEO,
commented, "Today our stockholders voted overwhelmingly to approve
the combination of Oclaro and Lumentum. Together, we will be
an even stronger player in fiber optic components and modules for
high-speed communications and a market leader in 3D sensing. We are
excited and optimistic about the opportunities this creates for all
of our stakeholders, including stockholders, employees, customers
and partners."
The parties continue to expect the transaction to close in the
second half of 2018, subject to receipt of regulatory approval in
China and satisfaction of
customary closing conditions.
About Oclaro
Oclaro, Inc. (NASDAQ: OCLR), is a leader in optical components
and modules for the long-haul, metro and data center markets.
Leveraging more than three decades of innovation in laser
technology and photonics integration, Oclaro provides
differentiated solutions for optical networks and high-speed
interconnects driving the next wave of streaming video, cloud
computing, application virtualization, and other
bandwidth-intensive applications. For more information, visit
http://www.oclaro.com/ or follow on Twitter at @OclaroInc.
Cautionary Note Regarding Forward-Looking Statements
This communication contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934.
Forward-looking statements generally relate to future events or our
future financial or operating performance. In some cases, you can
identify forward-looking statements because they contain words such
as "may," "will," "should," "expects," "plans," "anticipates,"
"could," "intends," "target," "projects," "contemplates,"
"believes," "estimates," "predicts," "potential" or "continue" or
the negative of these words or other similar terms or expressions
that concern Oclaro's expectations, strategy, plans or intentions.
Oclaro's expectations and beliefs regarding these matters may not
materialize, and actual results in future periods are subject to
risks and uncertainties that could cause actual results to differ
materially from those projected, including but not limited to: the
risk that the transaction does not close, due to the failure of one
or more conditions to closing or the failure of the businesses
(including personnel) to be integrated successfully after closing;
the risk that synergies and non-GAAP earnings accretion
will not be realized or realized to the extent anticipated;
uncertainty as to the market value of the Lumentum merger
consideration to be paid in the merger; the risk that required
governmental approvals of the merger (including China antitrust approval) will not be obtained
or that such approvals will be delayed beyond current expectations;
the risk that following this transaction, Lumentum's financing or
operating strategies will not be successful; litigation in respect
of either company or the merger; and disruption from the merger
making it more difficult to maintain customer, supplier, key
personnel and other strategic relationships.
The forward-looking statements contained in this press release
are also subject to other risks and uncertainties, including those
more fully described under the caption "Risk Factors" and elsewhere
in our filings with the SEC, including the Proxy
Statement/Prospectus, dated as of May 31,
2018, for the Special Meeting of Stockholders, filed on
Schedule 14, our Annual Report on Form 10-K for the year
ended July 1, 2017, which was filed with the SEC on
August 18, 2017, our Quarterly Report on
Form 10-Q for the quarter ended March 31, 2018, which was filed with the SEC on
May 8, 2018 and in the documents which are incorporated by
reference therein. The forward-looking statements in this
communication are based on information available to Oclaro as of
the date hereof, and Oclaro disclaims any obligation to update any
forward-looking statements, except as required by law.
Oclaro
Investor Relations Contact:
Jim
Fanucchi
Darrow Associates, Inc
Office: (408) 404-5400
Email: ir@oclaro.com
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SOURCE Oclaro, Inc.