Electronics Production | January 25, 2005

Finisar to acquire Infineon's Fiber Optics Business

Finisar Corporation 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.


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