“The Spirent board intends to unanimously recommend this all-cash offer, which not only represents an attractive outcome for Spirent shareholders, but also provides a significant opportunity for employees, customers and other stakeholders through what is a highly strategic and highly complementary combination,” said Sir Bill Thomas, chairman of Spirent.
“With its strong management team, global scale and the cultural alignment between our businesses, we are confident that in Viavi, we have found the right owner to take Spirent on to the next phase of its growth story.”
The acquisition price values Spirent at approximately $1.277 billion (£1 billion) with Spirent shareholders set to receive 172.5 pence per Spirent share in cash. Spirent shareholders are also set to receive a special dividend of 2.5 pence per Spirent share in lieu of a final dividend for the year ended 31 December 2023.
“Combining with Viavi brings together a highly complementary product offering which can be marketed globally,” said Eric Updyke, chief executive officer of Spirent.
“It will enable Spirent to build on the strategic progress we have made to date, with a partner that has the scale and resources to capitalise on the long-term growth opportunities ahead. The combination of Viavi and Spirent creates a stronger business that will be better able to compete, and we are confident in the opportunities this will bring for our stakeholders.”
The deal is due to close during the second half of 2024, subject to shareholder approvals and other customary closing conditions, including Spirent shareholder approval and certain regulatory closing approvals.
“Viavi is proud to help enable its global customers to pursue innovation across the wide range of industries it serves. Combining our leading communications test and measurement and optical technologies and Spirent’s high-performance testing and assurance solutions is expected to deliver enhanced product solutions and applications, accelerate growth in new markets and strengthen innovation through expanded engineering and design capabilities,” added Oleg Khaykin, president and CEO of Viavi.
“Further, we are uniting two teams with a shared passion for developing compelling and cutting-edge offerings for customers and a commitment to technological excellence. We are pleased to welcome a strategic, long-term investment from Silver Lake in connection with the acquisition. Silver Lake has an outstanding track record of supporting leading technology companies through both organic growth investments and scale acquisitions.”
Viavi expects the acquisition to bring a number of benefits including: The creation of a leading provider of test, assurance and security solutions; It will provide diversification and accelerated growth in attractive, adjacent market verticals; It will bring greater engineering, research and development and design capabilities; and achieve greater operating leverage and generate cost synergies.
