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Newport Corporation to acquire Ophir Optronics

Newport Corporation has signed an agreement to acquire Ophir Optronics, a developer of precision infrared optics, photonics instrumentation and three-dimensional non-contact measurement equipment. A consideration of $8.43 per share has been agreed by the two parties, equivalent to a total of approximately $230m cash. The transaction is expected be finalised in Q4 2011, subject to receiving required regulatory approvals, the approval of Ophir's shareholders, and other closing conditions. Newport expects the acquisition to have an immediate positive effect on its earnings following the closing.

Robert J. Phillippy, Newport's president and chief executive, said: 'We are very excited to have Ophir join the Newport team. This transaction will bring together two industry leaders in photonics technology and will create some very exciting growth opportunities for the combined company. The acquisition will greatly strengthen Newport's position as a global leader in photonics instrumentation and provide a platform for us to enter high growth applications in thermal imaging and 3D non-contact measurement. Ophir has a history of impressive revenue growth. Their differentiated technologies, well-respected brands and strong customer relationships are an excellent fit with Newport's strategic agenda. We expect the addition of Ophir to further strengthen our financial model and enable us to achieve even higher levels of profitability and cash generation.'

Ophir is headquartered in Jerusalem, Israel, with manufacturing operations in Israel and the US, and sales offices in the US, Japan and Europe. Dr Yaacov Zerem, chairman and chief executive of Ophir Optronics, remarked: 'We see this merger as an exceptional opportunity to realise value for our shareholders and create opportunities for our customers and employees. Newport's products and technologies are very well regarded in the global photonics industry and their worldwide distribution network will allow us to expand our business beyond what we could have achieved as a standalone company. I look forward to joining the Newport team.'

The acquisition will be completed through a merger of Ophir with a newly formed subsidiary of Newport, with Ophir becoming a wholly owned subsidiary of Newport following the closing.


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