Lumentum Says Coherent - Lumentum Merger Superior To MKS Proposal

(RTTNews) - Lumentum Holdings Inc. (LITE) said it is concerned that MKS Instruments Inc.'s (MKSI) proposal letter to Coherent Inc. (COHR), which was made public by MKS on February 8, contained misleading statements that mischaracterize its proposal to acquire Coherent.

According to Lumentum, MKS's letter claims that the proposed merger agreement included with MKS's proposal "is substantially identical to the terms of your announced merger agreement with Lumentum, with only those changes necessary to reflect the terms of our proposal."

Lumentum alleged that MKS's proposed merger agreement contains material deviations from the merger agreement between Lumentum and Coherent, specifically relating to the regulatory approval process and path to completion.

Lumentum believes the terms of MKS's proposed merger agreement would impose significant closing risk to Coherent and its stockholders in light of the substantial antitrust impediments that MKS's proposed combination would face.

Lumentum believes that the Coherent and Lumentum merger is superior to the deficient MKS proposal.

On January 19, 2021, Coherent said that it had reached a merger agreement with Lumentum by which Lumentum agreed to acquire Coherent and each share of Coherent common stock would be exchanged for $100.00 in cash and 1.1851 shares of Lumentum common stock.

On 8th February, Coherent said that it received an unsolicited acquisition proposal from MKS Instruments to acquire Coherent in a cash and stock transaction. As per the terms of proposal, each share of Coherent common stock would be exchanged for $115.00 in cash and 0.7473 of a share of MKS common stock at the completion of the transaction.