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Finisar Corporation Announces Final Exchange VWAP of Its Common Stock for Purposes of the Pending Exchange Offers for Its Outstanding Convertible Subordinated Notes
Thursday, July 23, 2009 5:51 AM


(Source: MARKETWIRE)trackingFinisar Corporation (NASDAQ: FNSR), a global technology leader for fiber optic subsystems, today announced that the average of the daily volume weighted average price of its common stock on the Nasdaq Global Select Market for the five trading days from and including July 16, 2009 to and including July 22, 2009 (the "5-day VWAP") was $0.57866 per share. The 5-day VWAP will be used to determine the number of shares of Finisar common stock to be received as the common stock portion of the consideration in the Company's pending offers to exchange cash and common stock (the "Exchange Offers") for up to $37.5 million aggregate principal amount of its outstanding Convertible Subordinated Notes due October 2010 and up to $57.5 million aggregate principal amount of its outstanding Convertible Senior Subordinated Notes due October 2010 (collectively, the "Notes"). The terms and conditions of the Exchange Offers are set forth in the Amended and Restated Offer to Exchange, dated July 16, 2009 (as amended by Amendment No. 1 thereto dated July 23, 2009, the "Offer to Exchange"), and the related Amended and Restated Letter of Transmittal (the "Letter of Transmittal") and other related exchange offer documents.

For each $1,000 principal amount of Notes validly tendered and not withdrawn in the Exchange Offers, the holders of such Notes will receive consideration with a value not greater than $870 nor less than $820 (the "Exchange Consideration"), with the value within such range to be determined by the "Modified Dutch Auction" procedure described in the Offer to Exchange, plus accrued and unpaid interest on such Notes up to, but excluding, the settlement date, payable in cash. The Exchange Consideration in each Exchange Offer will be the same for all of the Notes tendered in such Exchange Offer. The mix of Exchange Consideration for each Exchange Offer will consist of (i) $525 in cash, and (ii) a number of shares of Finisar's common stock equal to the quotient obtained by dividing (x) the Exchange Consideration minus $525 by (y) the 5-day VWAP.

Based on the 5-day VWAP of $0.57866 per share and the maximum total Exchange Consideration payable in the Exchange Offers, the maximum number of shares of Finisar's common stock that will be issued as the stock portion of the total Exchange Consideration will be approximately 56.6 million.



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