Finisar Corp. has completed its voluntary public cash offer to acquire the outstanding shares of Ignis ASA, a Norwegian company whose shares are listed on the Oslo Stock Exchange, at a cash price of NOK 8 per share. However, it's work isn't done yet.
Finisar, which was already a shareholder in Ignis, announced its intention in March to acquire full ownership of Ignis, which makes tunable lasers as well as subsystems based on planar lightwave circuits (see "Finisar makes bid to acquire Ignis ASA"). As part of that effort, Finisar made a public cash offer outlined in an offer document dated April 7, 2011. The offer period expired on May 6, 2011, and all conditions to the completion of the offer were satisfied, Finisar says. Settlement with the tendering Ignis shareholders will be completed within 14 days.
The offer was accepted by holders of approximately 37.9 million shares of Ignis, representing approximately 48.1% of the outstanding shares of Ignis. These shares, combined with the 25.7 million shares held by Finisar before the offer, will bring Finisar's total ownership to approximately 80.7% of the outstanding shares.
Under the Norwegian Securities Trading Act, Finisar's ownership of more than one-third of the voting shares of Ignis triggers the requirement for Finisar to make a mandatory unconditional offer for all remaining Ignis shares. Finisar will proceed with a mandatory offer for the remaining shares at a cash offer price of NOK 8 per share.
An offer document setting forth the terms of Finisar's mandatory offer will be published and distributed to the remaining Ignis shareholders following review and approval by the Oslo Stock Exchange, which is expected to be obtained within approximately two weeks.
SEB Enskilda is acting as Finisar's financial advisor in the transaction and as the receiving agent for the voluntary and mandatory offers; DLA Piper is acting as Finisar's legal advisor in the transaction.