NeoPhotonics Corporation, a designer and manufacturer of photonic integrated circuit, or PIC, based modules and subsystems for bandwidth-intensive, high speed communications networks, completed the acquisition of the semiconductor optical components business unit (OCU) of LAPIS Semiconductor Co., Ltd., a designer and manufacturer of high speed lasers, laser drivers, photodiodes and amplifiers for high speed networks. OCU was previously the component division of OKI Electric for high speed lasers and high speed III-V amplifiers before it was acquired by ROHM Semiconductor in 2008. As of the closing, the OCU business was merged into and now operates as NeoPhotonics Semiconductor GK, a Japanese subsidiary of NeoPhotonics.
On March 21, 2013, NeoPhotonics entered into a syndicated revolving credit and term loan agreement with Comerica Bank as administrative agent and lead arranger. East West Bank has also become a lender under this facility. NeoPhotonics borrowed $28 million under the term loan facility and $12 million under the revolving credit facility to refinance existing company indebtedness of approximately $20.9 million and help finance the OCU acquisition and related transaction expenses.
Editor's note: A recent 8-K filed with the SEC indicates the following:
The Credit Agreement provides for (i) a four-year $28 million term loan facility and (ii) a three-year revolving credit facility of $20 million, which includes a $1 million swingline loan subfacility and a $500,000 standyby letter of credit subfacility. The proceeds of the term loan facility are expected to be used to finance a portion of the acquisition of certain of the assets and liabilities of Lapis Semiconductor Co., Ltd. in a statutory demerger (referred to in Japan as a kyushu bunkatsu) transaction (the “Demerger”) pursuant to an Agreement and Plan of Demerger which was entered into on January 22, 2013 (the “Merger”) and to refinance the indebtedness existing under the Prior Loan Agreement. The Company borrowed $28 million under the term loan facility and $12 million under the revolving credit facility on March 21, 2013. A portion of the proceeds in an amount of at least $20 million of the term loan must be repaid to the Agent if the Merger does not occur by April 5, 2013. The proceeds of the revolving credit facility may be used for ongoing working capital and other general corporate purposes.
Click here for the SEC filing on this financing.