9 June 2015

JDSU provides preliminary notice of CCOP spin-off to holders of debentures

In connection with the spin-off of its Communications and Commercial Optical Products (CCOP) business (announced last September) which will result in two independent, publicly traded companies, JDSU of Milpitas, CA, USA has provided notice of the spin-off to the holders of its 0.625% senior convertible debentures due 2033.

The debentures were issued pursuant to an indenture, dated 21 August 2013, between JDSU and Wells Fargo Bank, National Association, as trustee. As a result of the proposed spin-off, holders have the right to convert any debentures they own on the terms set forth in the indenture. JDSU will announce the expiration date of this right to convert which will be a minimum of 25 trading days from the date hereof. The current conversion price of the debentures equates to $18.83 per share of JDSU common stock, which is meaningfully above the current per-share trading price. Accordingly, JDSU does not expect any holders to exercise their right to convert.

Under the plan announced last September, JDSU is spinning off its CCOP business as Lumentum Holdings Inc. JDSU will distribute the shares of Lumentum common stock on a pro rata basis to JDSU stockholders in a manner intended to be tax-free for US federal income tax purposes. 

The spin-off is subject to the satisfaction or waiver of a number of conditions, including the registration statement on Form 10 for Lumentum common stock being declared effective by the US Securities and Exchange Commission (SEC) and certain other conditions described in the information statement included in the registration statement and other customary matters. Approval by JDSU's stockholders is not required for completion of the separation. Lumentum has applied to list its common stock on the Nasdaq Stock Market under the ticker LITE.

See related items:

JDSU to spin off CCOP business as Lumentum by Q3/2015; NE, SE and OSP businesses to become Viavi

JDSU separates into optical components and commercial lasers company and network and service enablement company

Tags: JDSU Optical communications Laser diodes

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