VIAVI Solutions Comments on Offer for Spirent Communications by Keysight Technologies
29 Mars 2024 - 8:00AM
Business Wire
VIAVI Solutions (“VIAVI”) (NASDAQ: VIAV) notes the announcement
made by Keysight Technologies, Inc. (“Keysight”) and Spirent
Communications plc (“Spirent”) on March 28, 2024, of a recommended
cash acquisition of Spirent by Keysight.
VIAVI believes that its Acquisition represents certain value and
notes its limited business overlap with Spirent relative to
Keysight. VIAVI believes that the proposed combination of Keysight
and Spirent would further entrench Keysight’s leading position in
many product segments, which would limit customer choice.
Capitalized terms used but not defined in this announcement have
the meanings given to them in the scheme document published by
Spirent in relation to VIAVI Bidco’s proposed acquisition of
Spirent on March 27, 2024 (the “Scheme Document”).
Important Notices
Qatalyst Partners LP, which is authorized by the Securities and
Exchange Commission and regulated by the Financial Industry
Regulatory Authority and the Securities and Exchange Commission in
the United States, is acting exclusively as financial adviser to
VIAVI and VIAVI Bidco and will not be responsible to anyone other
than VIAVI and VIAVI Bidco for providing the protections afforded
to its client, or for providing advice in relation to the matters
set out in this announcement or any other matter referred to
herein.
Wells Fargo Securities, LLC, a subsidiary of Wells Fargo &
Company, which is authorized by the Securities and Exchange
Commission and regulated by the Financial Industry Regulatory
Authority and the Securities and Exchange Commission in the United
States, is acting exclusively as financial adviser to VIAVI and
VIAVI Bidco and will not be responsible to anyone other than VIAVI
and VIAVI Bidco for providing the protections afforded to its
client, or for providing advice in relation to the matters set out
in this announcement.
Overseas Shareholders
The release, publication or distribution of this announcement in
certain jurisdictions may be restricted by law. Persons who are not
resident in the United Kingdom or who are subject to the laws of
other jurisdictions should inform themselves of, and observe, any
applicable requirements. Further details in relation to Overseas
Shareholders are contained in the Scheme Document. Any failure to
comply with the applicable restrictions may constitute a violation
of the securities laws of any such jurisdiction. To the fullest
extent permitted by applicable law, the companies and persons
involved in the Acquisition disclaim any responsibility or
liability for the violation of such restrictions by any person.
Publication on website and hard copies
This announcement and the documents required to be published
pursuant to Rule 26.1 of the Code will be available free of charge,
subject to certain restrictions relating to persons resident in
Restricted Jurisdictions, on VIAVI Bidco's website at
https://investor.viavisolutions.com/overview/default.aspx by no
later than 12.00 p.m. (London time) on the Business Day following
the date of this announcement.
Neither the content of any website referred to in this
announcement nor the content of any website accessible from
hyperlinks is incorporated into, or forms part of, this
announcement.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240328228905/en/
VIAVI Solutions Prosek Partners (Public Relations Advisor
to VIAVI Solutions and VIAVI Solutions Acquisitions Limited) Philip
Walters, Prosek Partners (UK) +44 (0) 7773331589 Andrew Merrill,
Prosek Partners (US) +1 917 622 1252 pro-viavi@prosek.com
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