II-VI Incorporated Announces Acquisition of Oclaro, Inc.'s Switzerland-Based Semiconductor Laser Business; Expands Credit

II-VI Incorporated Announces Acquisition of Oclaro, Inc.'s Switzerland-Based
Semiconductor Laser Business; Expands Credit Facility

PITTSBURGH, Sept. 12, 2013 (GLOBE NEWSWIRE) -- II-VI Incorporated
(Nasdaq:IIVI) announced today that it has acquired the Zurich,
Switzerland-based semiconductor laser business (the "Business") of Oclaro,
Inc. (Nasdaq:OCLR) in a transaction valued at $115 million.

The acquisition provides II-VI with semiconductor laser technology used in
industry-leading laser system products including fiber lasers and direct diode
lasers for material processing, medical, consumer and fiber optic
communication applications. Thegallium arsenide semiconductor laser
businesswas originated by IBM Zurich and was integrated with the gallium
arsenide semiconductor laser assets in Tucson, Arizona acquired from Newport
Spectra-Physics in 2009. II-VI will operate the Business as II-VI Laser
Enterprise GmbH.

Francis J. Kramer, president and chief executive officer of II-VI
Incorporated, stated "We are very pleased to complement II-VI's broad and
differentiated portfolio of engineered materials with a world-class
semiconductor laser platform enabling high-performance and high-reliability
laser chips and modules addressing several growing markets. This acquisition
is an integral part of II-VI's overall strategy, which is centered on a broad
participation in laser systems across multiple applications. We will include
the Business in a new operating segment."

Kramer continued, "Our new Zurich-based operation has a rich history of
technological innovation in the laser industry. We expect to increase the
resources available to the team, enabling them to drive important new products
for II-VI customers. We welcome our new employees to the II-VI family of

                        Additional Transaction Details

At closing, II-VI paid $92 million in cash to Oclaro for the Business, Oclaro
retained $15 million in accounts receivable from the Business, $6 million of
cash is being held back by II-VI for 15 months from the date of the close and
$2 million of cash is being held back by II-VI for potential working capital

As outlined below, II-VI financed the acquisition with available cash and
borrowings under an expanded credit facility. For the remainder of II-VI's
fiscal year ending June 30, 2014, the Business is currently expected to
generate approximately $70 million in revenues and is currently expected to be
dilutive to earnings by between $0.08 and $0.12 per share, including $0.06 per
share of estimated one-time acquisition-related expenses. For the quarter
ending September 30, 2013, the Business is currently expected to be dilutive
to earnings by between $0.07 and $0.08 per share, which also includes $0.06
per share of estimated one-time acquisition-related expenses. II-VI expects
the transaction to become accretive to earnings during the fiscal year ending
June 30, 2015.

In addition to the acquisition of the Business, II-VI acquired an exclusive
option to purchase Oclaro's amplifier and micro-optics business for $88
million in cash. This option, for which II-VI separately paid $5 million in
cash, will expire if not exercised by II-VI within 30 days. If II-VI exercises
this option and purchases the amplifier and micro-optics business, the option
price will be applied to the purchase price of the amplifier and micro-optics
business. If II-VI does not exercise this option, the $5 million option
payment will be retained by Oclaro.

As part of the change in ownership of the Business, II-VI and Oclaro have
entered into a multi-year supply agreement under which II-VI will provide
semiconductor laser products to Oclaro's amplifier and micro-optic business.
Further, II-VI and Oclaro have entered into certain transition service and
manufacturing service agreements to allow the Business to continue operations
during the ownership transition.

Deutsche Bank Securities Inc. served as exclusive financial advisor to II-VI
in connection with the transaction.

                         Expansion of Credit Facility

The Company announced that it has amended and restated its existing credit
agreement with PNC Bank, National Association (the "Amended Credit
Agreement"). The Amended Credit Agreement provides up to a $225 million
unsecured revolving credit facility and a $100 million unsecured term loan.
The Company has the option to request an increase to the size of the Amended
Credit Facility in an aggregate additional amount not to exceed $100 million.
The unsecured term loan requires quarterly repayment of $5 million payable in
installments beginning October 1, 2013. The Amended Credit Facility has an
expiration date of September 9, 2018 and has interest rates ranging from LIBOR
plus 0.75% to 1.75% based on the Company's ratio of consolidated indebtedness
to consolidated EBITDA. As of September 12, 2013, the Company had borrowings
under the Amended Credit Agreement of $208 million, which includes $100
million under the unsecured term loan, at a current interest rate of LIBOR
plus 1.50%.

PNC Capital Markets LLC acted as sole lead arranger and bookrunner for the
Amended Credit Agreement.

                          Forward-looking Statements

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 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 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, 2013; (iii) the purchasing patterns from customers and
end-users; (iv) the 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; (vi) the Company's ability to devise and
execute strategies to respond to market conditions; and/or (vii) the Company's
ability to assimilate recently acquired businesses, and risks, costs and
uncertainties associated with such acquisitions.The Company disclaims any
obligation to update information contained in these forward-looking statements
whether as a result of new information, future events or developments, or

                             Webcast Information

In conjunction with this release, II-VI will host a conference call that will
be broadcast live over the Internet on September 12, 2013.Individuals wishing
to participate in the webcast, to be held at 9:00 a.m. Eastern Time on
September 12, 2013, can access the event at the Company's web site by visiting
www.ii-vi.com or via http://tinyurl.com/qdq5cjj.An online archive of the
broadcast will be available within four hours of the live call, will remain
available for two weeks and can be accessed through the Company's website.

                           About II-VI Incorporated

II-VI Incorporated, a global leader in engineered materials and
opto-electronic 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.Photop Aegis, 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, Photop AOFR Pty Limited, 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, LightWorks Optical Systems,
Inc. (formerly Exotic Electro-Optics and LightWorks Optics, Inc.) manufactures
products for military applications and precision optical systems, and
components for defense, aerospace, industrial and life science applications.
Pacific Rare Specialty Metals & Chemicals (PRM) produces and refines a rare
earth element and selenium, 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.

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.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.

CONTACT: Craig A. Creaturo
         Chief Financial Officer and Treasurer
         (724) 352-4455
         Homepage: www.ii-vi.com
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