II-VI Incorporated and Coherent Announce Stockholder Approvals for Merger Agreement

PITTSBURGH and SANTA CLARA, Calif., June 24, 2021 (GLOBE NEWSWIRE) — II‐VI Incorporated (Nasdaq: IIVI) and Coherent, Inc. (Nasdaq: COHR) today announced that II-VI’s shareholders and Coherent’s stockholders have each voted overwhelmingly to adopt and approve, as applicable, all proposals relating to the previously announced merger agreement for II-VI to acquire Coherent. The votes were held at the respective special meetings of II-VI’s shareholders and Coherent’s stockholders today. Approximately 99% of the votes cast at II-VI’s special meeting voted to approve the proposal to issue shares of II-VI common stock as described in the joint proxy statement/prospectus for the special meeting, and approximately 99% of the shares of Coherent common stock voting at Coherent’s special meeting voted to approve the proposal to adopt the merger agreement.

“We are thrilled that II-VI shareholders and Coherent stockholders share our strong conviction in this transformative business combination, which will create a diversified global leader in engineered materials, photonics, and electronics, gaining greater exposure to irreversible market megatrends,” said Dr. Vincent D. Mattera, Jr., Chief Executive Officer of II-VI. “Together, we will be able to leverage our disruptive technology platforms and complementary scale to address a broader customer base around the globe and drive continued growth and innovation, while gaining deeper market insights from our combined businesses to better inform our strategic investments and decisions. We are excited to work together with the talented Coherent team to continue delivering significant value to all stakeholders, including shareholders, customers, employees, and business partners.”

“The combination of II-VI and Coherent will provide compelling benefits to our customers, create more opportunities for our team members to continue to develop innovative new products and solutions, and deliver significant value for our stockholders,” said Andy Mattes, President and Chief Executive Officer of Coherent. “We are excited to hit the ground running upon transaction close and look forward to bringing together our customer-centric, innovative cultures with track records of operational excellence.”

With approval from their respective shareholders and stockholders completing a critical milestone, the companies believe the transaction is on track to close by year-end 2021 or at the beginning of the first calendar quarter of 2022. The transaction remains subject to the completion of customary closing conditions, including the receipt of required regulatory approvals.

Allen & Company LLC and J.P. Morgan Securities LLC are acting as II-VI’s financial advisors, and Wachtell, Lipton, Rosen & Katz and K&L Gates LLP are serving as legal advisors to II-VI.

Bank of America and Credit Suisse are serving as financial advisors to Coherent, and Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal advisor to Coherent.

About II-VI Incorporated
II-VI Incorporated, a global leader in engineered materials and optoelectronic components, is a vertically integrated manufacturing company that develops innovative products for diversified applications in communications, industrial, aerospace & defense, semiconductor capital equipment, life sciences, consumer electronics, and automotive markets. Headquartered in Saxonburg, Pennsylvania, II-VI has research and development, manufacturing, sales, service, and distribution facilities worldwide. II-VI produces a wide variety of application-specific photonic and electronic materials and components, and deploys them in various forms, including integrated with advanced software to support our customers. For more information about II-VI, visit II-VI’s website at www.ii-vi.com.

About Coherent, Inc.
Founded in 1966, Coherent, Inc. is a global provider of lasers and laser-based technology for scientific, commercial and industrial customers. Coherent’s common stock is listed on the Nasdaq Global Select Market and is part of the Russell 1000 and Standard & Poor’s MidCap 400 Index. For more information about Coherent, visit Coherent’s website at https://www.Coherent.com for product and financial updates.