8-KEarnings & ResultsExhibits & Filings

Lumentum Holdings Inc. 8-K Report, Financial Results (May 2, 2018)

Filed May 2, 2018For Securities:LITE

Summary

Lumentum Holdings Inc. (LITE) filed an 8-K on May 2, 2018, to report its fiscal third quarter financial results for the period ending March 31, 2018. The company also provided a slide presentation detailing these results. While the 8-K itself focuses on the financial reporting and the accompanying exhibits (press release and presentation), a significant portion is dedicated to providing details and cautionary statements regarding the proposed business combination with Oclaro, Inc. Investors should note that this filing is furnished, not officially filed, and the information contained within is intended for informational purposes, especially concerning the ongoing merger process. The company is actively engaged in the process of acquiring Oclaro, Inc. This 8-K serves as a communication channel to update stakeholders on their latest financial performance while also highlighting the critical steps and disclosures related to the Oclaro merger. Investors are urged to review the upcoming Form S-4 registration statement and definitive proxy statement/prospectus for comprehensive information on the transaction.

Key Highlights

  • 1Lumentum Holdings Inc. reported its fiscal third quarter 2018 results on May 2, 2018.
  • 2A press release and slide presentation detailing the Q3 FY18 results were furnished with the 8-K.
  • 3The filing explicitly states that information furnished herein is not deemed "filed" for regulatory purposes under Section 18 of the Exchange Act.
  • 4A significant focus of the 8-K is on the proposed business combination between Lumentum and Oclaro, Inc.
  • 5Lumentum will be filing a Form S-4 Registration Statement which will include a preliminary proxy statement/prospectus for the Oclaro merger.
  • 6Investors are strongly encouraged to read the definitive proxy statement/prospectus and other SEC filings related to the Oclaro transaction for important details.
  • 7Information regarding participants in the merger solicitation is disclosed, referencing prior proxy filings for both Lumentum and Oclaro.

Frequently Asked Questions

This specific 8-K filing (Item 2.02) primarily announces the reporting of results for the fiscal third quarter ended March 31, 2018, and refers to furnished exhibits (press release and slide presentation) for the detailed financial results. Investors would need to consult Exhibit 99.1 and Exhibit 99.2 for the specific revenue, earnings, and other financial metrics for the quarter.

The filing highlights that Lumentum is pursuing a business combination with Oclaro, Inc. This is a material event for investors as it represents a significant strategic move. The 8-K provides information on the regulatory filings (Form S-4, proxy statements) required for this transaction and emphasizes that investors should carefully review these upcoming documents for comprehensive details about the merger.

No, the filing explicitly states that the information in this Current Report on Form 8-K, including the exhibits, is intended to be 'furnished,' not 'filed.' This means it is generally not subject to the liabilities of Section 18 of the Securities Exchange Act of 1934, although it may be incorporated by reference into other SEC filings if specifically referenced.

Detailed financial results for Q3 FY18 are available in the furnished press release (Exhibit 99.1) and slide presentation (Exhibit 99.2) attached to this 8-K. For the Oclaro merger, investors are directed to monitor Lumentum's and Oclaro's websites and the SEC's EDGAR database for the upcoming Form S-4 registration statement and definitive proxy statement/prospectus, which will contain crucial information.