Sunday, May 22, 2005

JDS Uniphase to Acquire Acterna for $760 Million

JDS Uniphase agreed to acquire Acterna, a privately-held supplier of broadband and optical test & management (T&M) equipment, for $760 million, comprising $450 million in cash and $310 million in JDS Uniphase's common stock, subject to adjustments.

Acterna supplies test solutions for both service providers and network equipment vendors. It portfolio includes test instruments, systems, software and services for optical networks, data/IP, cable (HFC), access and wireless. The company is based in Germantown, Maryland, with European and Asia-Pacific operations based in Eningen, Germany and Hong Kong.

JDS Uniphase said the acquisition would accelerate its return to profitability. Acterna will be immediately financially accretive to JDS Uniphase. Based on preliminary results for fiscal year ended March 2005, Acterna's revenue exceeded $440 million, its non-GAAP gross margins exceeded 50%, and its non-GAAP earnings before income tax, depreciation and amortization (EBITDA) exceeded 11% of revenues.

  • Acterna was formed in 2000 through the merger of TTC and Wavetek Wandel Goltermann, whose roots go back to 1923.

  • In October 2003, Acterna emerged from chapter 11 bankruptcy protection. Under the terms of Acterna's Plan of Reorganization, senior secured debt holders received 100% of the company's equity through a debt-for-equity swap. Acterna emerged as a privately held company with long-term debt of approximately $190 million. Unsecured creditors received a cash distribution of approximately 10% of their claims.

See also