Oclaro Inc Reports Operating Results (10-Q)
Oclaro Inc has a market cap of $525.2 million; its shares were traded at around $2.81 with and P/S ratio of 2.5.
Highlight of Business Operations:On July 4, 2009, we closed a transaction with Newport, under which we sold Newport the assets and liabilities of the New Focus business of Oclaro Photonics, Inc., which was in our advanced photonics solutions segment. In exchange, we received the assets of the high-power laser diodes business of Newport, which is included in our advanced photonics solutions segment. We also received $3.0 million in cash proceeds in the transaction, which has funded the substantial portion of related transition and integration costs. During the three months ended September 26, 2009, we recorded a $1.4 million gain from the sale of the New Focus business and a $5.3 million gain on bargain purchase from the acquisition of Newports high-
On December 17, 2009, we acquired Xtellus Inc. (Xtellus) through the issuance of 4.7 million shares (23.4 million shares pre-split) of our common stock, a portion of which is being held in escrow for 18 months to support Xtellus indemnification obligations to us, which may be payable in cash, or, at our option, in newly issued shares of our Common stock, or a combination of cash and stock. Under the terms of the acquisition agreement, we also provide for a value protection guarantee whereby stockholders of Xtellus are entitled to receive up to $7.0 million in additional consideration if Oclaros common stock trades below certain levels at the end of calendar year 2010 and if revenue from Xtellus products is more than $17.0 million in calendar year 2010. For accounting purposes, the total consideration in connection with the acquisition is $32.7 million. In connection with this acquisition we recorded $25.2 million in goodwill. We intend to finalize our purchase accounting with respect to this acquisition by the fourth quarter of fiscal year 2010. Any adjustments recorded will be retrospectively presented in our condensed consolidated financial statements as though they had been recorded as of the acquisition date. Subsequent to this acquisition, Xtellus Inc. changed its name to Oclaro (New Jersey), Inc. All references in this Quarterly Report on Form 10-Q to Xtellus refer to Oclaro (New Jersey), Inc.
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