EXFO Rejects Acquisition Offer from Test and Measurement Rival VIAVI

Test, measurement, and assurance technology company VIAVI Solutions Inc. has proposed the acquisition of EXFO Inc., a test and service assurance solutions developer for wireline and wireless network operators and equipment manufacturers. Both companies are prominent figures in the communications test and measurement sector. The acquisition offer, worth approximately $430 million (524 million CAD) and $7.50 per share, is the third offer VIAVI has proposed to acquire EXFO.

The current proposal comes less than 10 days after EXFO announced a “going private” transaction. Per the transaction, EXFO CEO, founder, and majority shareholder Germain Lamonde would acquire all outstanding (subordinate voting) shares of the company.

In its proposal announced Wednesday morning, June 16, VIAVI said its offer represents a premium of more than 100% to the Nasdaq closing price on June 4, which was the final trading day before EXFO made its “going private” transaction announcement. VIAVI also said the offer represents a 25% premium to the $6 consideration VIAVI offered its shareholders.

On Wednesday afternoon, June 16, EXFO, in a statement from Lamonde, said he would not support the acquisition. “As I have previously indicated numerous times to the board of EXFO, as controlling shareholder, I will not consider any alternative change of control transaction of EXFO, such as the one proposed by VIAVI,” Lamonde said. “I want to be crystal clear for the benefit of EXFO’s shareholders and other stakeholders: Either the proposed transaction that I made at $6 and that was announced on June 7, 2021, is accepted by shareholders or, should EXFO’s shareholders not support this transaction, EXFO will continue its life as a public company. I believe wholeheartedly in the prospects of EXFO as a stand-alone company and I have no intention of changing the current operations of EXFO, including the location of its head office in Quebec City.”

VIAVI made acquisition offers for EXFO in November 2020 and May 2021.