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II-VI Acquires Aegis Lightwave

PITTSBURGH, P.a. — II-VI Incorporated (Nasdaq:IIVI) announced today that it has acquired all of the outstanding shares of Aegis Lightwave, Inc. (Aegis), including Aegis' wholly-owned subsidiary AOFR Pty Ltd (AOFR). The initial consideration consists of cash of $52 million. In addition, the purchase price is subject to customary closing adjustments including a working capital and debt adjustment which could increase the purchase price by an additional $3 million.

Founded in 2000, Aegis is headquartered in Woburn, Massachusetts with additional locations in New Jersey and Australia. Aegis is a privately-held company that is an industry leader in tunable optical devices required for high speed optical networks that provide the bandwidth expansion necessary for increasing internet traffic. Aegis offers a broad portfolio of cost-effective optical channel monitors specifically designed for reconfigurable optical add-drop multiplexing (ROADM) applications in high speed optical networks featuring 10G/40G/100G transmission. Its AOFR subsidiary is an industry leader in fused fiber components including those required for fiber lasers used in material processing applications. AOFR also manufactures optical couplers used primarily in telecom markets. Aegis and its subsidiaries had revenues of $26.6 million during the year ended December 31, 2010.

Francis J. Kramer, president and chief executive officer of II-VI Incorporated stated, “Aegis will further strengthen our telecommunication product offerings and will partner with our Photop Technologies, Inc. (Photop) operations to enhance our ability to address our customers' growing needs for an advanced product portfolio for the increasing deployments of 40G and 100G in flexible and reconfigurable optical networks, including those aimed at delivering fiber to the home (FTTH) services over passive optical networks. Aegis and AOFR will operate as part of our Near-Infrared Optics segment, and will work cooperatively with Photop to further leverage and expand our combined offerings and continue to provide exceptional quality and customer service around the world. We are excited to welcome the employees of Aegis and AOFR to our company.”

Jeffrey D. Farmer, president and chief executive officer of Aegis commented, “We are delighted to team with II-VI Incorporated. We believe that by joining forces with II-VI we will have access to significantly more resources and markets, especially through its Near-Infrared Optics business segment, further securing our capabilities on research and product development, sales and marketing, and manufacturing operations. We are looking forward to a bright future and great growth prospects for our company and our employees.”

For the fiscal year ending June 30, 2012, II-VI is updating its revenue guidance from a range of $565 million to $580 million to a range of $595 million to $615 million as a result of the transaction. II-VI is updating its guidance for earnings per share (adjusted for the Company's previously announced two-for-one stock split that occurred in June 2011) from a range of $1.40 to $1.48 to a range of $1.43 to $1.52 as a result of the transaction. II-VI plans to release its financial results for the fourth fiscal quarter ended June 30, 2011 on August 2, 2011

In conjunction with this release, II-VI will host a conference call that will be broadcast live over the Internet on July 5, 2011. Individuals wishing to participate in the webcast, to be held at 11:00 a.m. Eastern Time on July 5, 2011, can access the event at the Company's web site by visiting www.ii-vi.com or via http://tinyurl.com/3odoa6h. An online archive of the broadcast will be available within four hours of the live call, will remain available for two weeks and can be accessed through the Company's website.

{complink 117|Aegis Lightwave Inc.}

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