II-VI Incorporated Announces Acquisition of LightWorks Optics, Inc.
PITTSBURGH, Dec. 21, 2012 (GLOBE NEWSWIRE) -- II-VI Incorporated (Nasdaq:IIVI)
announced today that it has acquired all of the outstanding shares of
LightWorks Optics, Inc. (LightWorks). The initial consideration consisted of
cash of approximately $31 million. In addition, the agreement provides for
approximately $4 million of cash earn-out opportunities based upon LightWorks
achieving certain future financial targets and is subject to customary closing
adjustments including a working capital adjustment.
Founded in 1997, LightWorks is a privately-held company headquartered in
Tustin, California with manufacturing locations in both Tustin and Vista,
California. LightWorks manufactures precision optical systems and components,
including visible, infrared, and laser-based systems and subassemblies
addressing the Defense, Aerospace, Industrial and Life Science markets. For
the 12 months ended September 30, 2012, LightWorks generated approximately $22
million in revenues.
For the quarter ending December 31, 2012 and for the fiscal year ending
June30, 2013, II-VI does not expect this purchase to have a material impact
on our previously issued guidance for revenues and earnings per share.
LightWorks will be included in the Company's Military & Materials segment for
financial reporting purposes.
Francis J. Kramer, president and chief executive officer of II-VI
Incorporated, stated, "We are excited about the acquisition of LightWorks and
anticipate a unique partnership with our Exotic Electro-Optics (EEO) business
unit which is also based in California. LightWorks is a premier supplier of a
wide-array of advanced optical systems currently deployed across a host of
critical defense, aerospace, and commercial applications, and will further
strengthen our relationships with customers by broadening our portfolio and
expanding our product offering.We are eager to work cooperatively with the
talented team of employees from LightWorks and welcome them to II-VI."
Daniel Barber, president of LightWorks, commented, "LightWorks' expertise in
the engineering design and manufacturing of complete optical subsystems is a
logical market extension for EEO. The optical system designs we create involve
engineering and manufacturing expertise similar to those possessed by EEO, and
will extend the range of solutions the combined companies offer to the
marketplace. Not only do our companies offer complementary technology and a
shared vision, we both have cultures committed to customer closeness,
technical excellence and high levels of employee involvement and
participation. We believe that together we can provide substantial value to
our current customers as well as to the growing commercial markets for
precision optical assemblies."
About II-VI Incorporated
II-VI Incorporated, a global leader in engineered materials and optoelectronic
components, is a vertically-integrated manufacturing company that creates and
markets products for diversified markets including industrial manufacturing,
military and aerospace, high-power electronics, optical communications, and
thermoelectronics applications.Headquartered in Saxonburg, Pennsylvania, with
manufacturing, sales, and distribution facilities worldwide, the Company
produces numerous crystalline compounds including zinc selenide for infrared
laser optics, silicon carbide for high-power electronic and microwave
applications, and bismuth telluride for thermoelectric coolers.
In the Company's infrared optics business, II-VI Infrared manufactures optical
and opto-electronic components for industrial laser and thermal imaging
systems and HIGHYAG Lasertechnologie GmbH (HIGHYAG) manufactures
fiber-delivered beam delivery systems and processing tools for industrial
In the Company's near-infrared optics business, Photop Technologies, Inc.
(Photop) manufactures crystal materials, optics, microchip lasers and
opto-electronic modules for use in optical communication networks and other
diverse consumer and commercial applications. Aegis Lightwave, Inc. (Aegis)
manufactures tunable optical devices required for high speed optical networks
that provide the bandwidth expansion necessary for increasing internet
traffic. Through its Australian subsidiary, AOFR, Aegis also manufactures
fused fiber components, including those required for fiber lasers for material
processing applications, as well as optical couplers used primarily in the
optical communication industry.
In the Company's military & materials business, Exotic Electro-Optics (EEO)
manufactures infrared products for military applications. Pacific Rare
Specialty Metals & Chemicals (PRM) produces and refines selenium and tellurium
materials. Max Levy Autograph, Inc. (MLA) manufactures micro-fine conductive
mesh patterns for optical, mechanical and ceramic components for applications
such as circuitry, metrology standards, targeting calibration and suppression
of electro-magnetic interference. VLOC manufactures near-infrared and visible
light products for industrial, scientific, military, medical instruments and
laser gain materials and products for solid-state YAG and YLF lasers.
LightWorks Optics, Inc. (LightWorks) manufactures precision optical systems
and components for defense, aerospace, industrial and life science
In the Company's advanced products group, the Wide Bandgap Materials (WBG)
group manufactures and markets single crystal silicon carbide substrates for
use in the solid-state lighting, wireless infrastructure, RF electronics and
power switching industries. Marlow Industries, Inc. (Marlow) designs and
manufactures thermoelectric cooling and power generation solutions for use in
defense, space, photonics, telecommunications, medical, consumer and
industrial markets. The Worldwide Materials Group (WMG) provides expertise in
materials development, process development and manufacturing scale up.M Cubed
Technologies, Inc. (M Cubed) develops and markets advanced composite materials
serving the semiconductor, display, industrial and defense markets.
Safe Harbor Statement
This press release contains forward-looking statements based on certain
assumptions and contingencies that involve risks and uncertainties.The
forward-looking statements are made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995 and relate to the
Company's performance on a going-forward basis.The forward-looking statements
in this press release 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 previous disclosures.
The Company believes that all forward-looking statements made by it 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 the
failure to successfully integrate and create synergies from the acquisition of
LightWorks and general industry and 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 risks relating to forward-looking statements and
other "Risk Factors" discussed in the Company's Annual Report on Form 10-K for
the fiscal year ended June 30, 2012; (iii) purchasing patterns from customers
and end-users; (iv) timely release of new products, and acceptance of such new
products by the market; (v) the introduction of new products by competitors
and other competitive responses; and/or (vi) the Company's ability to devise
and execute strategies to respond to market conditions. Any forward-looking
statements are made as of the date of issuance and the Company undertakes no
obligation to publicly revise or update any forward-looking statements.
CONTACT: II-VI Incorporated
Craig A. Creaturo
Chief Financial Officer and Treasurer
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