Finisar To Acquire Infineon Fiber Optic Transceiver Business; Infineon to Retain POF, Parallel Optics and FTTH
MUNICH, Germany—(BUSINESS WIRE)—Jan. 25, 2005—
Finisar Corporation (NASDAQ: FNSR) and Infineon
Technologies AG, Munich (FSE/NYSE: IFX) announced today that they have
entered into a definitive agreement under which Finisar will acquire
certain assets from Infineon's Fiber Optics Business Unit based in
Berlin, Germany. Under the terms of the agreement, Finisar will issue
34 million shares for the assets associated with the design,
development and manufacture of all optical transceiver products. The
acquisition implies a valuation of nearly $50 million based on the
closing price of January 21, 2005. The transaction has been approved
by Finisar's Board, does not require shareholder or regulatory
approval and will close no later than January 31, 2005. Immediately
following the close, Infineon will have an equity interest in Finisar
of approximately 13%.
The acquisition will involve the transfer of inventory, fixed
assets and intellectual property associated with the design and
manufacture of fiber optic transceivers including a broad range of 10
gigabit transceiver designs for XPAK, X2, XENPAK and XFP form factors.
Infineon will retain ownership of its other businesses consisting of
BIDI components for FTTH applications, parallel optical components
(PAROLI) and plastic optical fiber (POF) components that are used in
automotive applications.
Under separate supply agreements, Infineon will provide Finisar
with contract manufacturing services for up to one year following the
close.
"This acquisition considerably broadens our customer and product
portfolio, particularly our 10Gig product platforms," said Jerry
Rawls, Finisar's President and CEO. "We stand ready to fully support
Infineon's current customer base and look forward to making this an
easy transition for them."
"We are happy to sign this agreement today with Finisar for the
sale of these assets," stated Dr. Ziebart, President and CEO of
Infineon Technologies AG. "The transaction supports the ongoing
consolidation of the fiber optic market, and is the first major step
towards the restructuring of our fiber optic group in order to return
to profitability. The POF operations which we retain, complements our
automotive strategy and will be now integrated into our Automotive and
Industrial Multi Market (AIM) Business Group."
In the fiscal quarter ended December 31, 2004, Infineon's Fiber
Optics Business Unit recorded revenues of nearly $12 million from the
sale of optical transceiver products. Finisar expects the acquisition
to have a positive impact on its financial results prior to the
amortization of any purchased developed technology included in the
acquired assets. Further financial information will be provided at
Finisar's next regular conference call regarding quarterly financial
results currently scheduled for March 3, 2005.
Infineon and Finisar have agreed to release each other from any
claims and payments associated with all prior agreements under which
Finisar would have acquired Infineon's entire Fiber Optics Business
Unit.
Deutsche Bank Securities is acting as sole financial advisor to
Finisar. Citibank is acting as a sole financial advisor to Infineon.
About Infineon
Infineon Technologies AG, Munich, Germany, offers semiconductor
and system solutions for automotive, industrial and multi-market
sectors, for applications in communication, as well as memory
products. With a global presence, Infineon operates in the US from San
Jose, CA, in the Asia-Pacific region from Singapore and in Japan from
Tokyo. In fiscal year 2004 (ending September), the company achieved
sales of Euro 7.19 billion with about 35,600 employees worldwide.
Infineon is listed on the DAX index of the Frankfurt Stock Exchange
and on the New York Stock Exchange (ticker symbol: IFX). Further
information is available at www.infineon.com.
About Finisar
Finisar Corporation (NASDAQ: FNSR) is a technology leader for
fiber optic subsystems and network performance test systems. These
products enable high-speed data communications for networking and
storage applications over Gigabit Ethernet Local Area Networks (LANs),
Fibre Channel Storage Area Networks (SANs), and Metropolitan Area
Networks (MANs) using IP and SONET/SDH-based protocols. The Company's
headquarters is in Sunnyvale, California, USA. www.Finisar.com
This news release is available online at
http://www.infineon.com/news/.
SAFE HARBOR UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995
Except for statements of historical fact, the statements contained
in this press release are forward-looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934, as
amended, including statements regarding Finisar's expectations,
beliefs, intentions, or strategies regarding the future. All
forward-looking statements included in this press release are based
upon information available to Finisar as of the date hereof, and
Finisar assumes no obligation to update any such forward-looking
statements. Forward-looking statements involve risks and
uncertainties, which could cause actual results to differ materially
from those projected. These uncertainties include risks related to the
assimilation and integration of Infineon's Fiber Optic Transceiver
Business, as well as risks associated with the rapidly evolving
markets for Finisar's products and uncertainty regarding the
development of these markets; Finisar's historical dependence on sales
to a limited number of customers and fluctuations in the mix of
customers in any period; ongoing new product development and
introduction of new and enhanced products; the challenges of rapid
growth followed by periods of contraction; and intensive competition.
Other risks relating to Finisar's business are set forth in Finisar's
Annual Report on Form 10 K and other interim reports as filed with the
Securities and Exchange Commission.
Contact:
Infineon Technologies AG
Media Relations:
Worldwide Headquarters
Guenter Gaugler, +49 89 234 28481
guenter.gaugler@infineon.com
or
USA:
Christoph Liedtke, +1 408-501-6790
christoph.liedtke@infineon.com
or
Asia:
Kaye Lim, +65 6840 0689
kaye.lim@infineon.com
or
Japan:
Hirotaka Shiroguchi, +81 3 5449 6795
hirotaka.shiroguchi@infineon.com
or
Investor Relations:
EU/APAC, +49 89 234 26655
or
USA/CAN, +1 408-501-6800
investor.relations@infineon.com
or
Finisar Corporation
Senior VP Finance, Chief Financial Officer
Steve Workman, 408-542-4102
steve.workman@Finisar.com
or
Investor Relations
Ed Lamb, 408-542-5050
investor.relations@Finisar.com
