Proposed Remedy Submitted to Department of Justice
NEPEAN, Ontario and SAN JOSE, Jan. 24 /PRNewswire/ -- JDS Uniphase
Corporation (Nasdaq: JDSU; TSE: JDU) and SDL, Inc. (Nasdaq: SDLI) announced
today that they expect to complete the merger of the companies in February
2001 because of the time required to complete the regulatory approval process.
As a result, the companies will adjourn their special meetings of stockholders
currently scheduled to be reconvened at 10:00 a.m., Pacific Standard Time,
January 26, 2001 to 10:00 a.m., Pacific Standard Time, February 12, 2001.
JDS Uniphase has submitted to the United States Department of Justice a
proposed remedy to respond to concerns raised by the Department in its Hart
Scott Rodino review of the proposed merger of JDS Uniphase and SDL. If,
following review of the remedy, the Department grants clearance for the
proposed merger, JDS Uniphase will announce the details of the remedy and
provide such information to stockholders in SEC filings in advance of the
rescheduled stockholder meeting date.
About SDL
SDL's products power the transmission of data, voice and Internet
information over fiber optic networks to meet the needs of telecommunications,
data transmission, dense wavelength division multiplexing (DWDM) and cable
television applications. They enable customers to meet the bandwidth needs of
increasing Internet, data, video and voice traffic by expanding their fiber
optic communications networks much more quickly and efficiently than would be
possible using conventional electronic and optical technologies. SDL's
optical products also serve a variety of non-communications applications,
including materials processing and printing. Additional information about
SDL, Inc. is available on the Internet at http://www.sdli.com .
About JDS Uniphase
JDS Uniphase, headquartered in Nepean, Ontario and San Jose, California,
is a high technology company that designs, develops, manufactures and
distributes a comprehensive range of products for the growing fiberoptic
communications market. These products are deployed by system manufacturers
worldwide to develop advanced optical networks for the telecommunications and
cable television industries. JDS Uniphase Corporation is traded on the Nasdaq
National Market under the symbol JDSU and the exchangeable shares of JDS
Uniphase Canada Ltd. are traded on The Toronto Stock Exchange under the symbol
JDU. More information on JDS Uniphase is available at http://www.jdsuniphase.com .
The statements contained in this press release that are not purely
historical are forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities Exchange Act of
1934. These statements may be identified by their use of forward-looking
terminology such as "goals", "believes", "promises", "intends" and "expects"
and similar words. Such forward-looking statements include, but are not
limited to, statements regarding the likelihood and timing of the closing of
the merger and of Justice Department clearance of the merger. Such forward-
looking statements involve risks and uncertainties that could cause actual
results to differ materially from those projected for both companies. Risks
and uncertainties that could cause actual results to differ materially from
such forward-looking statements include, but are not limited to, the inability
to timely resolve issues raised by regulatory authorities as well as factors
discussed from time to time in reports filed by JDS Uniphase Corporation and
SDL, Inc. with the Securities and Exchange Commission. The forward-looking
statements contained in this news release are made as of the date hereof and
JDS Uniphase Corporation and SDL, Inc. do not assume any obligation to update
the reasons why actual results could differ materially from those projected in
the forward-looking statements.
Readers are urged to read the proxy statement/prospectus included in JDS
Uniphase Corporation's Registration Statement on Form S-4, in connection with
the transaction filed with the Securities and Exchange Commission (SEC),
because the proxy statement/prospectus and the Registration Statement on Form
S-4 contain important information. Copies of the proxy statement/prospectus
and the Registration Statement on Form S-4 are free of charge on the SEC web
site, and copies of reports, proxy statements, and other information regarding
JDS Uniphase Corporation filed with the SEC are available from JDS Uniphase
Corporation free of charge. Requests for documents relating to JDS Uniphase
should be directed to JDS Uniphase Corporation, 210 Baypointe Parkway, San
Jose, CA 95134, Attention: Investor Relations (408-434-1800). Requests for
documents relating to SDL, Inc. should be directed to SDL, Inc., 80 Rose
Orchard Way, San Jose, CA 95134, Attention: Investor Relations (408-943-4343).
SOURCE SDL, Inc.
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Related links:
http://www.sdli.com
CONTACT:
Anthony R. Muller, EVP and CFO of JDS
Uniphase Corporation, 408-434-1800; or Michael L. Foster, VP
Finance and CFO of SDL, Inc., 408-943-9411
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