Oclaro Announces Preliminary Approval of Opnext Merger Litigation

      Oclaro Announces Preliminary Approval of Opnext Merger Litigation

PR Newswire

SAN JOSE, Calif., Dec. 10, 2012

SAN JOSE, Calif., Dec. 10, 2012 /PRNewswire/ --Oclaro, Inc. (NASDAQ: OCLR), a
tier-one provider and innovator of optical communications and laser solutions
(the "Company"), today announced that the Superior Court of California in and
for the County of Alameda (the ("Court") has granted preliminary approval of
the previously disclosed proposed settlement of four pending putative class
actions filed in that Court challenging the proposed merger between the
Company, Tahoe Acquisition Sub, Inc., and Opnext, Inc. ("Opnext") (the
"Merger"): (1) Zilberberg v. Abbe, Case No. RG12623460; (2) Welty v. Bosco,
Case No. RG12624240; (3) Greenberg v. Abbe, Case No. RG12624444; and (4) Graf
v. Opnext, Inc., Case No. RG12624798. The defendants in each case are Opnext
and the members of Opnext's Board (collectively, the "Opnext Defendants"), and
the Company and Tahoe Acquisition Sub, Inc. (collectively, the "Oclaro
Defendants"). Each action alleges that the Opnext Defendants breached their
fiduciary duties to Opnext stockholders by entering into the Merger Agreement.
Each action further alleges that the Oclaro Defendants aided and abetted those
breaches of fiduciary duties. The proposed settlement was previously
disclosed in a Current Report on Form 8-K that was filed with the Securities
and Exchange Commission on November 26, 2012. Under the proposed settlement,
the remaining plaintiffs agreed to settle these matters for additional
disclosures only, subject to court approval. Plaintiffs have agreed to limit
their application for fees and costs to $235,000. In addition, the parties
agreed that the two actions filed in the Delaware Court of Chancery
challenging the merger, which have been consolidated under the caption In re
Opnext, Inc. Shareholders Litigation, C.A. No. 7400-VCL, would be dismissed.
The proposed settlement is subject to final Court approval. The Court has set
a final approval hearing for January 31, 2013, at 10:00 a.m. in Department 17
of the Court, the Honorable Steven A. Brick, presiding.

The Court's preliminary approval order requires the Company to provide a
detailed notice to shareholders of the terms of the proposed settlement on a
Current Report on Form 8-K. The notice may be found at
http://investor.oclaro.com/sec.cfm. This detailed notice also contains
important information regarding the rights of shareholders with respect to the
proposed settlement.

About Oclaro
Oclaro, Inc. (NASDAQ: OCLR) is one of the largest providers of lasers and
optical components, modules and subsystems for the optical communications,
industrial and consumer laser markets. The company is a global leader
dedicated to photonics innovation, with cutting-edge research and development
(R&D) and chip fabrication facilities in the U.S., U.K., Italy, Switzerland,
Israel, Korea and Japan. It has in-house and contract manufacturing sites in
China, Malaysia and Thailand, with design, sales and service organizations in
most of the major regions around the world. For more information, visit
http://www.oclaro.com.

Safe Harbor Statement
This press release contains forward-looking statements, as that term is used
in the Private Securities Litigation Reform Act of 1995. Such forward-looking
statements include those regarding the final approval of the stipulation of
settlement and its terms, including by way of illustration and not limitation,
the amount of attorneys' fees and costs to be awarded to plaintiffs' counsel,
the scope of the releases granted by the class to defendants, the entry of a
judgment in the actions pending in Alameda County Superior Court, the
dismissal of the actions in Delaware Chancery Court, and the conditions
precedent to the settlement becoming effective. The following are
illustrative examples of some of the important factors that could cause actual
results to differ materially from those in the forward-looking statements. In
this regard, objectors may file successful objections to the settlement,
plaintiffs may refuse to perform their obligations under the settlement
agreement, the Alameda County Superior Court may not approve the proposed
settlement, or may materially modify it, for any reason, and the Delaware
Chancery Court may not enter the requested anticipated dismissal. Other
factors include those disclosed in our Securities and Exchange Commission
filings, including our annual report on Form 10-K for the fiscal year ended
June 30, 2012, and our quarterly report on Form 10-Q for the three months
ended September 29, 2012. All forward-looking statements are qualified in
their entirety by this cautionary statement, and we undertake no obligation to
revise or update any forward-looking statements to reflect events or
circumstances after the date of this release.

SOURCE Oclaro, Inc.

Website: http://www.oclaro.com
Contact: Oclaro, Inc. Contact: Jerry Turin, Chief Financial Officer,
+1-408-383-1400, ir@oclaro.com; or Investor Contact: Jim Fanucchi, Summit IR
Group Inc., +1-408-404-5400, ir@oclaro.com
 
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