14 August 2017
| Jason Mcgee-Abe
ADVA Optical Networking has today completed its acquisition of MRV Communications, a provider of innovative network solutions for data centre operators, service providers, and enterprises, for around $69 million.
ADVA Optical Networking has announced that a majority of the shares of MRV Communications were validly tendered and the other conditions to the tender offer have been satisfied, completing the acquisition today.
The strategic purchase strengthens ADVA Optical Networking’s product portfolio of optical, Ethernet and software solutions and expand its customer base, especially in non-European regions. Under the terms of the agreement, ADVA Optical Networking made a tender offer of $10.00 per share for all the outstanding common stock of California-based MRV. The offer equated to an aggregate purchase price of $69 million.
“MRV Communications, Inc. is a company that shares many of our values. It's a company that has built a strong reputation focused on customer success and satisfaction. Over 29 years, it has driven some key innovations and played an important role in shaping our industry,” said Brian Protiva, CEO of ADVA Optical Networking, when news of the companies entering a definitive agreement came out last month.
"We believe there's a strong synergy between our two companies. MRV Communications, Inc.'s technology and talent will strengthen our own product set and help us to deliver even more value to our customers. Our combined teams present the marketplace with an incredibly compelling skill set and technology base.”
American Stock Transfer & Trust Company LLC, the depositary for the tender offer, has indicated that as of midnight EDT, Friday, August 11, 2017, a total of 5,296,053 shares of MRV Communications’ common stock, or approximately 79% of the total number of shares issued and outstanding, have been validly tendered into and not properly withdrawn from the tender offer. The depositary has indicated that no shares were tendered pursuant to the guaranteed delivery procedures set forth in the Offer to Purchase.
ADVA Optical Networking will consummate the acquisition of the remaining MRV Communications, Inc. shares of common stock not acquired in the tender offer through a merger pursuant to Section 251(h) of the General Corporation Law of the State of Delaware.
As a result of such merger, MRV Communications will become an indirect wholly-owned subsidiary of ADVA Optical Networking, and MRV Communications shares will no longer be traded on the NASDAQ Stock Market.
ADVA Optical Networking,