Benzinga | May 12, 2021 08:06AM EDT

II-VI, Coherent Offer Update On Merger, Says Transaction Remains On Track To Clsoe By Year End 2021

Form S-4 in Connection with Pending Acquisition Has Been Filed and Declared Effective by SEC

Special Meetings Set for June 24, 2021 for II-VI Shareholders and Coherent Stockholders to Vote on Transaction

Confirmed Expiration of Waiting Period Under Hart-Scott-Rodino Antitrust Improvements Act

Transaction Remains On Track to Close By Year-End 2021

PITTSBURGH and SANTA CLARA, Calif., May 12, 2021 (GLOBE NEWSWIRE) -- II-VI Incorporated (NASDAQ:IIVI) and Coherent, Inc. (NASDAQ:COHR) today provided an update on their previously announced merger to create a diversified global leader in photonic solutions, compound semiconductors, and laser technology and systems that is well-positioned to take advantage of irreversible megatrends in the industry.

The registration statement on Form S-4, which was filed on May 4, 2021 by II-VI and Coherent with the U.S. Securities and Exchange Commission ("SEC") in connection with the proposed combination, was declared effective by the SEC on May 6, 2021. Accordingly, II-VI and Coherent have scheduled special meetings of II-VI's shareholders and Coherent's stockholders, respectively, for June 24, 2021. At the special meetings, II-VI shareholders and Coherent stockholders will be asked to consider and vote on the related proposals to approve II-VI's acquisition of Coherent. Shareholders of record for II-VI and stockholders of record of Coherent, in each case, as of May 17, 2021, will have the right to vote at these respective meetings.

II-VI and Coherent also confirmed today the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, in connection with the pending transaction. As previously disclosed, the expiration of the waiting period under the HSR Act is one of the key regulatory conditions necessary for completion of this transaction.

The transaction remains on track to close by year-end 2021 subject to customary closing conditions, including receipt of required regulatory approvals and approval of II-VI's shareholders and Coherent's stockholders.

Allen & Company LLC and J.P. Morgan Securities LLC are acting as II-VI's financial advisors, and Wachtell, Lipton, Rosen & Katz and K&L Gates are serving as legal advisors to II-VI.

Bank of America and Credit Suisse are serving as financial advisors to Coherent, and Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal advisor to Coherent.