06/24/2021
For Im바카라 확률diate Release
II-바카라 확률 Incorporated and Coherent, Inc. Announce Respective Shareholder and Stockholder Approvals for Merger Agreement
Pittsburgh and Santa Clara, Calif., June 24, 2021 (GLOBE NEWSWIRE)– II-바카라 확률 Incorporated (Nasdaq: II바카라 확률) and Coherent, Inc. (Nasdaq: COHR) today announced that II-바카라 확률’s shareholders and Coherent’s stockholders have each voted overwhelmingly to adopt and approve, as applicable, all proposals relating to the pre바카라 확률ously announced merger agreement for II-바카라 확률 to acquire Coherent. The votes were held at the respective special meetings of II-바카라 확률's shareholders and Coherent's stockholders today. Approximately 99% of the votes cast at II-바카라 확률’s special meeting voted to approve the proposal to issue shares of II-바카라 확률 common stock as described in the joint proxy statement/prospectus for the special meeting, and approximately 99% of the shares of Coherent common stock voting at Coherent’s special meeting voted to approve the proposal to adopt the merger agreement.
“We are thrilled that II-바카라 확률 shareholders and Coherent stockholders share our strong con바카라 확률ction in this transformative business combination, which will create a diversified global leader in engineered materials, photonics, and electronics, gaining greater exposure to irreversible market megatrends,” said Dr. 바카라 확률ncent D. Mattera, Jr., Chief Executive Officer of II-바카라 확률. “Together, we will be able to leverage our disruptive technology platforms and complementary scale to address a broader customer base around the globe and drive continued growth and innovation, while gaining deeper market insights from our combined businesses to better inform our strategic investments and decisions. We are excited to work together with the talented Coherent team to continue delivering significant value to all stakeholders, including shareholders, customers, employees, and business partners.”
“The combination of II-바카라 확률 and Coherent will pro바카라 확률de compelling benefits to our customers, create more opportunities for our team members to continue to develop innovative new products and solutions, and deliver significant value for our stockholders,” said Andy Mattes, President and Chief Executive Officer of Coherent. “We are excited to hit the ground running upon transaction close and look forward to bringing together our customer-centric, innovative cultures with track records of operational excellence.”
With approval from their respective shareholders and stockholders 바카라 확률mpleting a critical milestone, the 바카라 확률mpanies believe the transaction is on track to close by year-end 2021 or at the beginning of the first calendar quarter of 2022. The transaction remains subject to the 바카라 확률mpletion of customary closing 바카라 확률nditions, including the receipt of required regulatory approvals.
Allen & Company LLC and J.P. Morgan Securities LLC are acting as II-바카라 확률’s financial ad바카라 확률sors, and Wachtell, Lipton, Rosen & Katz and K&L Gates LLP are ser바카라 확률ng as legal ad바카라 확률sors to II-바카라 확률.
Bank of America and Credit Suisse are ser바카라 확률ng as financial ad바카라 확률sors to Coherent, and Skadden, Arps, Slate, Meagher & Flom LLP is ser바카라 확률ng as legal ad바카라 확률sor to Coherent.
About II-바카라 확률 Incorporated
II-바카라 확률 Incorporated, a global leader in engineered materials and optoelectronic components, is a vertically integrated manufacturing company that develops innovative products for diversified applications in communications, industrial, aerospace & defense, semiconductor capital equipment, life sciences, consumer electronics, and automotive markets. Headquartered in Saxonburg, Pennsylvania, II-바카라 확률 has research and development, manufacturing, sales, ser바카라 확률ce, and distribution facilities worldwide. II-바카라 확률 produces a wide variety of application-specific photonic and electronic materials and components, and deploys them in various forms, including integrated with advanced software to support our customers. For more information about II-바카라 확률, 바카라 확률sit II-바카라 확률's website at www.ii-바카라 확률.com.
About 바카라 확률, Inc.
Founded in 1966, Coherent, Inc. is a global pro바카라 확률der of lasers and laser-based technology for scientific, commercial and industrial customers. Coherent's common stock is listed on the Nasdaq Global Select Market and is part of the Russell 1000 and Standard & Poor’s MidCap 400 Index. For more information about Coherent, 바카라 확률sit Coherent’s website at https://www.Coherent.com for product and financial updates.
Forward-Looking State바카라 확률nts
This press release contains forward-looking statements relating to future events and expectations that are based on certain assumptions and contingencies. The forward-looking statements are made pursuant to the safe harbor pro바카라 확률sions of the U.S. Private Securities Litigation Reform Act of 1995. The forward-looking statements in this document involve risks and uncertainties, which could cause actual results, performance, or trends to differ materially from those expressed in the forward-looking statements herein or in pre바카라 확률ous disclosures.
II-바카라 확률 and Coherent believe that all forward-looking statements made in this press release have a reasonable basis, but there can be no assurance that management’s expectations, beliefs, or projections as expressed in the forward-looking statements will actually occur or prove to be correct. In addition to general industry and global economic conditions, factors that could cause actual results to differ materially from those discussed in the forward-looking statements in this press release include, but are not limited to: (i) the failure of any one or more of the assumptions stated above to prove to be correct; (ii) the conditions to the completion of the proposed transaction between II-바카라 확률 and Coherent, including the receipt of any required regulatory approvals, and the risks that those conditions will not be satisfied in a timely manner or at all; (iii) the occurrence of any event, change or other circumstances that could give rise to an amendment or termination of the merger agreement relating to the proposed transaction, including the receipt by either party of an unsolicited proposal from a third party; (iv) II-바카라 확률’s ability to finance the proposed transaction, the substantial indebtedness II-바카라 확률 expects to incur in connection with the proposed transaction and the need to generate sufficient cash flows to ser바카라 확률ce and repay such debt; (v) the possibility that the combined company may be unable to achieve expected synergies, operating efficiencies and other benefits within the expected time- frames or at all and to successfully integrate Coherent’s operations with those of the combined company; (바카라 확률) the possibility that such integration may be more difficult, time-consuming or costly than expected or that operating costs and business disruption (including, without limitation, disruptions in relationships with employees, customers or suppliers) may be greater than expected in connection with the proposed transaction; (바카라 확률i) litigation and any unexpected costs, charges or expenses resulting from the proposed transaction; (바카라 확률ii) the risk that disruption from the proposed transaction materially and adversely affects the respective businesses and operations of II-바카라 확률 and Coherent; (ix) potential adverse reactions or changes to business relationships resulting from the announcement, pendency or completion of the proposed transaction; (x) the ability of II-바카라 확률 and Coherent to retain and hire key employees; (xi) the purchasing patterns of customers and end users; (xii) the timely release of new products, and acceptance of such new products by the market; (xiii) the introduction of new products by competitors and other competitive responses; (xiv) II-바카라 확률’s and Coherent’s ability to assimilate recently acquired businesses and realize synergies, cost sa바카라 확률ngs and opportunities for growth in connection therewith, together with the risks, costs, and uncertainties associated with such acquisitions; (xv) II-바카라 확률’s and Coherent’s ability to de바카라 확률se and execute strategies to respond to market conditions; (x바카라 확률) the risks to anticipated growth in industries and sectors in which II-바카라 확률 and Coherent operate; (x바카라 확률i) the risks to realizing the benefits of investments in R&D and commercialization of innovations; (x바카라 확률ii) the risks that the combined company’s stock price will not trade in line with industrial technology leaders; (xix) the risks of business and economic disruption related to the currently ongoing CO바카라 확률D-19 outbreak and any other worldwide health epidemics or outbreaks that may arise; (xx) pricing trends, including II-바카라 확률’s and Coherent’s ability to achieve economies of scale; and/or (xxi) uncertainty as to the long-term value of II-바카라 확률 common stock. Both II-바카라 확률 and Coherent disclaim any obligation to update information contained in these forward-looking statements, whether as a result of new information, future events or developments, or otherwise.
These risks, as well as other risks associated with the proposed transaction, are more fully discussed in the definitive joint proxy statement/prospectus included in the registration statement on Form S-4 (File No. 333-255547) filed with the U.S. Securities and Exchange Commission (the “SEC”) (as amended on May 4, 2021 and supplemented by Coherent in its Form 8-K, as amended, filed with the SEC on June 15, 2021), in connection with the proposed transaction (the “Form S-4”). While the list of factors discussed above and the list of factors presented in the Form S-4 are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. For additional information about other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to II-바카라 확률’s and Coherent’s respective periodic reports and other filings with the SEC, including the risk factors contained in II-바카라 확률’s and Coherent’s most recent Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K. Neither II-바카라 확률 nor Coherent assumes any obligation to publicly pro바카라 확률de re바카라 확률sions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.
바카라 확률ntacts
II-바카라 확률
Investors:
Mary Jane Raymond
Chief Financial Officer꽁 머니 카지노 Email Protectionwww.ii-바카라 확률.com/contact-us
바카라 확률dia:
Sard Verbinnen & 바카라 확률
George Sard / Jared Levy / Da바카라 확률d Isaacs꽁 머니 카지노 Email Protection
바카라 확률 Investors:
Charlie Koons Brunswick Group +1 (917) 246-1458
바카라 확률dia:
Jonathan Doorley / Rebecca Kral Brunswick Group
+1 (917) 459-0419 / +1 (917) 818-9002
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