VIAVI Closes Acquisition of Spirent Communications' High-Speed Ethernet, Network Security and Channel Emulation Testing

• Enables VIAVI to offer new solutions in high-speed ethernet, network security and channel emulation testing
• Provides a complementary and synergistic product portfolio across ethernet, application performance, security, AI and digital infrastructure verticals

VIAVI announced that it has completed the acquisition of Spirent Communications' high-speed ethernet, network security and channel emulation testing business (collectively, the “HSE, Network Security and CE Business”) from Keysight Technologies, Inc.

VIAVI acquired the HSE, Network Security and CE Business for all-cash consideration of $425 million, subject to certain customary closing adjustments.

The transaction is expected to add approximately $180 million to VIAVI’s Network Service Enablement (“NSE”) revenue in the first 12 months after closing and expected to be accretive to non-GAAP EPS 12 months after closing. VIAVI anticipates utilizing its U.S. net operating losses to lower the combined group’s blended non-GAAP tax rate.

Concurrent with the closing, VIAVI entered into a term loan credit agreement (the “Credit Agreement”) with Wells Fargo Bank, National Association as agent and certain other lenders. The Credit Agreement provides for a senior secured term loan of $600 million, borrowed in full at closing and maturing seven years from closing. The proceeds from the Credit Agreement will be used to finance a portion of the acquisition and related expenses and for general corporate purposes.