THE CITY OF QUEBEC, July 20, 2021 / PRNewswire / – Mr. Germain lamonde today issued the following statement:
Viavi Solutions Inc. (Viavi) made a fourth unsolicited and non-binding proposal to acquire EXFO Inc. (EXFO) and, for the fourth time, I inform Viavi and my EXFO Board of Directors that as a majority shareholder of EXFO, I would not consider any transaction with Viavi, nor any other transaction to change control. Viavi knew full well that I would reject any new interim non-binding and non-executable proposal, which in my opinion only aims to create a distortion in the current privatization process and is simply aimed at eliminating Viavi’s main competitor – this n Clearly not in the best interest of Viavi and EXFO customers as they would end up paying much higher prices for the products we sell, have fewer services, and no longer benefit from the incredible engine of innovation d. ‘EXFO.
EXFO’s Board of Directors unanimously recommended that shareholders vote in favor of the transaction through the plan of arrangement announced on June 7, 2021 whereby I have offered to purchase all of the Subordinate Voting Shares that I do not currently own for US $ 6.00 per subordinate voting share (on Proposed operation). This provides a 62% premium over the closing price of the subordinate voting shares on the Nasdaq Global Select Market on June 4, the last trading day before the offer is made; a premium of 63% compared to the weighted average price according to the volume over 20 trading days until the last trading day preceding the offer.
I have been clear and unambiguous with EXFO shareholders since June 7 that they have the choice to accept my formal offer to US $ 6.00 per subordinate voting share or remain a public company. My position hasn’t changed since then, and neither will it, no matter how many times EXFO’s main competitor tries to intervene in the process for its own benefit.
About Germain lamonde
Germain lamonde is the founder of EXFO and its executive chairman. Germain lamonde controls, directly or indirectly, 3,672,474 subordinate voting shares and 31,643,000 multiple voting shares of EXFO, representing 14.22% of the issued and outstanding subordinate voting shares of EXFO, and 100% of the issued and outstanding multiple voting shares of EXFO and, respectively, collectively representing 61.46% of the issued and outstanding shares and 93.53% of the voting rights attached to all issued and outstanding shares .
As part of the proposed transaction, EXFO prepared and posted a Transaction Record of Schedule 13E-3 (the Annex 13E-3). Schedule 13E-3 has been filed with the United States Securities and Exchange Commission (the SECOND) at July 16, 2021. INVESTORS AND SHAREHOLDERS ARE URGED TO READ APPENDIX 13E-3 AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN ITS ENTIRETY AS THEY CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, THE TRANSACTION AND RELATED MATTERS. In addition to receiving Schedule 13E-3 by mail, EXFO shareholders can also obtain these documents, as well as other documents containing information about EXFO, the transaction and related matters, free of charge, on the website SEC Web (http: // www.sec.gov).
SOURCE EXFO inc.