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Headwaters MB Advised Newport Corporation on an Asset Swap with Oclaro, Inc.

July 2009

DENVER, CO - Headwaters MB announced that it advised Newport Corporation (Nasdaq: NEWP) on an exchange of assets and cash with Oclaro, Inc. (Nasdaq: OCLR). Under the terms of the transaction, Newport acquired Oclaro's New Focus(TM) business, which comprises a portfolio of high-performance photonics products including opto-electronics, high-resolution actuators, opto-mechanics, tunable lasers, vacuum and ultraclean solutions and OEM-engineered solutions. Simultaneously, Oclaro acquired Newport's high-power diode laser manufacturing operations, located in Tucson, Arizona, and received $3 million in cash. 

As part of the transaction, the two companies entered into a supply agreement in which Oclaro will provide high-power diodes to Newport for incorporation into its Spectra-Physics laser products. Both companies will provide transition-related services to the other during an integration period of six to twelve months.

“This transaction allows Newport Corporation to further strengthen its market leadership in the photonics industry and positions Oclaro to better leverage its existing semi-conductor fabrication capabilities.  It presents a win-win scenario for both companies,” said Headwaters MB Managing Director Grant Garbers.

“The Headwaters team was instrumental in assisting us as we evaluated alternatives, negotiated terms of the various agreements and ultimately in finalizing the transaction.  The advice we received from Headwaters was critical in helping us achieve this key strategic objective.”
Chuck Cargile
Senior Vice President, CFO and Treasurer
Newport Corporation