Citigroup in $35.4 Million Merger between Bookham and Avanex

Cleary Gottlieb is representing Citigroup Global Markets Inc. as financial advisor to Bookham, Inc. in the proposed merger of Bookham and Avanex Corporation. The deal was announced on January 27.

The deal was structured as a stock-for-stock merger. Under terms of the agreement, Avanex’s shareholders would receive 5.426 shares of Bookham common stock in exchange for each share of Avanex common stock. Based on the closing price of Bookham common stock on January 26, the total consideration to Avanex shareholders would be $35.4 million. Citigroup rendered a fairness opinion to the Bookham board of directors.

Bookham, based in San Jose, California, is a leading provider of components and subsystems for telecommunications optical infrastructure. Bookham has fabrication facilities in the United Kingdom and Switzerland and manufacturing sites in the United States and China.

Avanex is a leading global provider of fiber-optic-communications products. Avanex is headquartered in Fremont, California and maintains facilities in the United States, China, France, Italy, and Thailand.