4 April 2019

II-VI Incorporated and Finisar Shareholders Approve Proposals Related to Merger Agreement

Shareholders of II-VI Incorporated (Nasdaq: IIVI), a global leader in engineered materials and optoelectronic components, and Finisar Corporation (Nasdaq: FNSR), a global technology leader in optical communications solutions, overwhelmingly voted to approve proposals related to II-VI’s acquisition of Finisar at special meetings held today by the respective companies. Both companies received enthusiastic shareholder support for the proposals related to the merger agreement first announced on November 9, 2018. 97 percent of the shares of II-VI common stock voting at II-VI’s special meeting voted to approve the proposal to issue shares of II-VI common stock pursuant to the merger agreement, and 99 percent of the shares of Finisar common stock voting at Finisar’s special meeting voted to approve the proposal to adopt the merger agreement.

“Since the merger announcement, our shareholders have gained an appreciation of the long-term value creation that the unique breadth and depth of this combination will enable,” said Dr. Vincent D. Mattera, Jr., President and CEO, II-VI Incorporated. “Meanwhile, the feedback from our major customers in the communications and consumer markets continues to be overwhelmingly positive, due to the high complementarity of our enabling technology, intellectual property, product portfolios and global footprint.”

“While the two companies continue to operate independently, the integration teams are working together to ensure a seamless integration and transition,” said Michael Hurlston, Finisar’s CEO. “We see the positive overlap between our cultures, the mutual appreciation for our companies’ capabilities, the exceptional synergy potential, and the energizing outlook for our future.”

The merger is expected to be completed in the middle of calendar year 2019. The merger filing is under review in China by the State Administration for Market Regulation (SAMR), in Mexico by the Federal Economic Competition Commission, and in Romania by the Romanian Competition Council.

The combination of II-VI and Finisar would unite two innovative industry leaders with complementary capabilities and cultures to form a formidable industry leading photonics and compound semiconductor company capable of serving the broad set of fast growing markets of communications, consumer electronics, military, industrial processing lasers, automotive semiconductor equipment and life sciences. Together, II-VI and Finisar will employ over 24,000 associates in 70 locations worldwide upon closing of the transaction. 

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