SCOTTSDALE, Ariz., June 17, 2021 /CNW/ -- (NASDAQ: VIAV) Viavi
Solutions Inc. ("VIAVI") today issued the following statement:
"We are extremely disappointed
that, without engaging with us, Mr. Lamonde and the EXFO Special
Committee quickly rejected our superior proposal (our "Proposal")
to acquire EXFO Inc. (TSX: EXF) (NASDAQ: EXFO) ("EXFO") for
US$7.50 per share,
all-cash.
We reiterate our Proposal to the
EXFO Board, which we continue to believe offers compelling value to
EXFO shareholders, including Mr. Lamonde, and is in the best
interest of all EXFO stakeholders.
VIAVI stands ready to engage with
Mr. Lamonde and the EXFO Special Committee in order to reach a
definitive agreement to implement a transaction."
About VIAVI Solutions
VIAVI (NASDAQ: VIAV) is a global provider of network test,
monitoring and assurance solutions for communications service
providers, enterprises, network equipment manufacturers, government
and avionics. We help these customers harness the power of
instruments, automation, intelligence and virtualization
to Command the network. VIAVI is also a leader in
light management solutions for 3D sensing, anti-counterfeiting,
consumer electronics, industrial, automotive, and defense
applications. Learn more about VIAVI at www.viavisolutions.com.
Follow us on VIAVI Perspectives, LinkedIn, Twitter, YouTube and
Facebook.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934, including
statements and expectations regarding the Proposal, the strategic
merits of a transaction between EXFO and VIAVI, VIAVI's
expectations regarding growth, scale, financial resources and
operating leverage, and VIAVI's plans regarding EXFO's brand,
legacy and operations. These forward-looking statements involve
risks and uncertainties that could cause actual results to differ
materially from those projected. For more information on these
risks, please refer to the "Risk Factors" section included in the
Company's most recent Annual Report on Form 10-K filed with the
Securities and Exchange Commission on August
24, 2020 and our Quarterly Reports on Form 10-Q filed
on November 10, 2020, February 9, 2021 and May
7, 2021. The forward-looking statements contained in
this press release are made as of the date hereof and the Company
assumes no obligation to update such statements.
Additional Information
The information contained in this press release does not, and is
not meant to, constitute a solicitation of a proxy within the
meaning of applicable Canadian securities laws.
Notwithstanding the foregoing, VIAVI is voluntarily providing
the disclosure required under Section 9.2(4) of National Instrument
51-102 – Continuous Disclosure Obligations applicable to
public broadcast solicitations.
Any solicitation made by VIAVI will be made by it and not by or
on behalf of management of EXFO. All costs incurred for any such
solicitation will be borne by VIAVI. VIAVI may solicit proxies in
reliance upon the public broadcast exemption to the solicitation
requirements under applicable Canadian corporate and securities
laws, including through press releases, speeches or publications,
and by any other manner permitted under applicable Canadian
corporate and securities laws. VIAVI may engage the services of one
or more agents and authorize other persons to assist in soliciting
proxies on its behalf, which agents would receive customary fees
for such services. If VIAVI commences any solicitation of proxies,
proxies may be revoked by an instrument in writing by a shareholder
giving the proxy or by its duly authorized officer or attorney, or
in any other manner permitted by law. Neither VIAVI nor, to its
knowledge, any of its associates or affiliates, has any material
interest, direct or indirect, by way of beneficial ownership of
securities or otherwise, (i) in any matter proposed to be acted
upon in connection with the Going Private Transaction or (ii) in
any transaction since the beginning of EXFO's most recently
completed financial year or in or in any proposed transaction which
has materially affected or would materially affect EXFO or any of
its subsidiaries. Based upon publicly available information, EXFO's
head office is located at 400 Godin Avenue, Quebec, Quebec, G1M 2K2, Canada.
Investors Contact: Bill Ong, 408-404-4512;
bill.ong@viavisolutions.com
Press
Contact:
Amit Malhotra, 202-341-8624;
amit.malhotra@viavisolutions.com
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SOURCE VIAVI Financials