QUEBEC CITY, July 20, 2021 /CNW Telbec/ - Mr.
Germain Lamonde today issued the
following statement:
Viavi Solutions Inc. (Viavi) made a fourth unsolicited,
non-binding proposal to acquire EXFO Inc. (EXFO), and, for
the fourth time, I make it crystal clear to Viavi and to my board
of directors at EXFO that as controlling shareholder of EXFO, I
would not consider any transaction with Viavi, or any other change
of control transaction. Viavi knew full well I would reject any new
non-binding, non-executable tentative proposal, which in my view is
only intended to create distortion in the current go-private
process and is simply aimed at eliminating Viavi's main competitor
– it is clearly not in the best interest of Viavi and EXFO
customers as they would end up paying much higher prices for the
products we sell, having less services and no longer benefit from
EXFO's incredible innovation engine.
The EXFO board of directors has unanimously recommended that
shareholders vote in favour of the transaction by way plan of
arrangement announced on June 7, 2021
whereby I have offered to purchase all Subordinate Voting Shares I
do not currently own for US$6.00 per
Subordinate Voting Share (the Proposed Transaction).
This provides a 62% premium to the closing price of the Subordinate
Voting Shares on the Nasdaq Global Select Market on June 4, the last trading day before the offer was
made; a 63% premium to the 20-trading day volume-weighted average
price up until the last trading day before the offer was made.
I have been clear and unambiguous with EXFO shareholders since
June 7 that they have a choice of
accepting my formal offer of US$6.00
per Subordinate Voting Share or remaining a public company. My
position has not changed since then and nor will it change, no
matter how many times EXFO's primary competitor tries to interfere
in the process for its own benefit.
About Germain Lamonde
Germain Lamonde is the founder of
EXFO and its Executive Chairman. Germain
Lamonde controls, directly or indirectly, 3,672,474
Subordinate Voting Shares and 31,643,000 Multiple Voting Shares of
EXFO, representing 14.22% of the issued and outstanding Subordinate
Voting Shares of EXFO, and 100% of the issued and outstanding
Multiple Voting Shares of EXFO and, respectively, representing
collectively 61.46% of the issued and outstanding shares and 93.53%
of the voting rights attached to all the issued and outstanding
shares.
In connection with the Proposed Transaction, EXFO has prepared
and mailed a Schedule 13E-3 Transaction Statement (the Schedule
13E-3). The Schedule 13E-3 has been filed with the U.S.
Securities and Exchange Commission (the SEC) on July 16, 2021. INVESTORS AND SHAREHOLDERS ARE
URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THE SCHEDULE 13E-3
AND OTHER MATERIALS FILED WITH THE SEC AS THEY CONTAIN IMPORTANT
INFORMATION ABOUT THE CORPORATION, THE TRANSACTION, AND RELATED
MATTERS. In addition to receiving the Schedule 13E-3 by mail,
shareholders of EXFO can also obtain these documents, as well as
other filings containing information about EXFO, the transaction,
and related matters, without charge, from the SEC's website
(http://www.sec.gov).
EXFO-C
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SOURCE EXFO Inc.