8-KOther EventsExhibits & Filings

COHERENT CORP. 8-K Report, Corporate Update (Aug 13, 2019)

Filed August 13, 2019For Securities:COHR

Summary

This 8-K filing by II-VI Incorporated (now Coherent Corp.) on August 13, 2019, primarily announces the company's participation in upcoming investor conferences and the availability of associated presentation materials. The filing incorporates Exhibit 99.1, which contains the "Investor Presentation August 2019." Investors should note that this presentation material is intended to supplement, not replace, the Company's other SEC filings and public announcements. The Company does not undertake to publicly update or revise this information unless it chooses to do so. Crucially, the filing includes extensive "Forward-looking Statements" related to the proposed transaction with Finisar Corporation. It outlines numerous risks and uncertainties that could impact the consummation of this merger, including regulatory approvals, potential litigation, market price volatility, integration challenges, and broader economic factors. Investors are strongly advised to review the detailed risks outlined in this filing, as well as in II-VI's and Finisar's prior SEC filings, including the Form S-4 registration statement and the Joint Proxy Statement/Prospectus.

Key Highlights

  • 1II-VI Incorporated (now Coherent Corp.) is presenting at upcoming investor conferences in August 2019.
  • 2Presentation materials, titled "Investor Presentation August 2019," are attached as Exhibit 99.1 and incorporated by reference.
  • 3The company states it has no obligation to publicly update or revise the presentation materials, though it may do so.
  • 4Extensive forward-looking statements are included, focusing on the risks and uncertainties associated with the proposed acquisition of Finisar Corporation.
  • 5Key risks include the ability to complete the transaction, obtain regulatory approvals, potential litigation, and integration challenges.
  • 6The filing directs investors to the Form S-4 registration statement and Joint Proxy Statement/Prospectus for further detailed information on the transaction and associated risks.
  • 7This filing is for informational purposes and does not constitute an offer to sell or a solicitation of an offer to buy securities.

Frequently Asked Questions

The primary purpose of this 8-K filing is to announce that II-VI Incorporated will be presenting at investor conferences and to provide the associated presentation materials as an exhibit. It also serves to update investors on the ongoing merger process with Finisar Corporation, reiterating associated risks and directing them to relevant SEC filings.

The filing indicates that the acquisition of Finisar Corporation is still in progress and subject to numerous conditions and risks. It emphasizes that the completion of the transaction is not guaranteed and is dependent on factors such as regulatory approvals, satisfaction of closing conditions, and the absence of adverse legal or market developments. Investors are urged to read the Form S-4 and Joint Proxy Statement/Prospectus for comprehensive details.

The filing directs investors to consult the Form S-4 registration statement (File No. 333-229052) and the Joint Proxy Statement/Prospectus dated February 7, 2019, which have been filed with the SEC. These documents contain, or will contain, important and detailed information about the transaction and the risks involved. Free copies can be accessed through the SEC's website or the Investor Relations sections of II-VI's and Finisar's respective websites.

No, the company explicitly states that it undertakes no duty or obligation to publicly update or revise the information contained in the presentation materials, although it may do so from time to time. Investors should rely on the company's other SEC filings and public announcements for the most current information.