II-VI Incorporated Announces Acquisition of LightWorks Optics, Inc.
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 June 30, 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 lasers. 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 applications. 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 (724) 352-4455 email@example.com Homepage: www.ii-vi.com