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Lumentum Holdings To Acquire Oclaro In $1.8 Bln Cash, Stock Deal - Quick Facts

Lumentum Holdings Inc. (LITE) agreed to acquire Oclaro, Inc. (OCLR) in a cash and stock deal valued at $9.99 per share or about $1.8 billion, the companies announced on Monday.

The deal, unanimously approved by the boards of directors of both companies, will see Oclaro stockholders be entitled to receive $5.60 in cash and 0.0636 of a share of Lumentum common stock, subject to the terms of the definitive agreement.

The deal values Oclaro at $9.99 per share, based on the closing price of Lumentum's stock on March 9, 2018, of $68.98. This represents a premium of 27 percent to Oclaro's closing price on March 9, 2018. Oclaro stockholders are expected to own about 16 percent of the combined company at closing.

The deal is expected to generate more than $60 million of annual run-rate synergies within 12 to 24 months of the closing and be immediately accretive to non-GAAP earnings per share.

Lumentum intends to fund the cash consideration with a combination of cash on hand from the combined companies' balance sheets and $550 million in debt financing.

The deal is expected to close in the second half of calendar 2018, subject to approval by Oclaro's stockholders, antitrust regulatory approval in the US and China, and other customary closing conditions.

Upon the closure of the deal, one member of Oclaro's Board of Directors, as mutually determined, will join Lumentum's Board of Directors.

Lumentum is a leading provider of photonics products for optical networking and lasers for industrial and consumer markets, while Oclaro is a leader in optical components and modules for the long-haul, metro, and data center markets.

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