Shareholders vote to approve merger of II-VI and Coherent

July 7, 2021

The shareholders of II-VI Incorporated, Pittsburgh, Pennsylvania, USA, and Coherent, Inc., Santa Clara, California, USA, a global provider of lasers and laser-based technology for scientific, commercial and industrial customers, including those for use in metal Additive Manufacturing, have each voted overwhelmingly to adopt and approve a previously announced merger agreement for II-VI to acquire Coherent.

Approximately 99% of the votes cast at a II-VI special meeting voted to approve the proposal to issue shares of II-VI common stock as described in the joint proxy statement/prospectus for the special meeting, and approximately 99% of the shares of Coherent common stock voting at Coherent’s special meeting voted to approve the proposal to adopt the merger agreement.

“We are thrilled that II-VI shareholders and Coherent stockholders share our strong conviction in this transformative business combination, which will create a diversified global leader in engineered materials, photonics, and electronics, gaining greater exposure to irreversible market megatrends,” stated Vincent D Mattera, Jr, Chief Executive Officer of II-VI.

“Together, we will be able to leverage our disruptive technology platforms and complementary scale to address a broader customer base around the globe and drive continued growth and innovation, while gaining deeper market insights from our combined businesses to better inform our strategic investments and decisions. We are excited to work together with the talented Coherent team to continue delivering significant value to all stakeholders, including shareholders, customers, employees, and business partners.”

Andy Mattes, president and Chief Executive Officer of Coherent, added, “The combination of II-VI and Coherent will provide compelling benefits to our customers, create more opportunities for our team members to continue to develop innovative new products and solutions, and deliver significant value for our stockholders. As We are excited to hit the ground running upon transaction close and look forward to bringing together our customer-centric, innovative cultures with track records of operational excellence.”

With approval from their respective shareholders and stockholders completing a critical milestone, the companies believe the transaction is on track to close by year-end 2021, or at the beginning of the first calendar quarter of 2022. The transaction remains subject to the completion of customary closing conditions, including the receipt of required regulatory approvals.

In 2018, Coherent acquired OR Laser, a developer of Directed Energy Deposition (DED) and Laser Beam Powder Bed Fusion (PBF-LB) metal Additive Manufacturing technologies and machines. At the time, the acquisition was reported to be aimed at increasing Coherent’s focus on and solutions in Additive Manufacturing. It is believed that OR Laser, as a Coherent company, now joins the merger with II-VI.

II-VI is a global leader in engineered materials and optoelectronic components, is a vertically integrated manufacturing company that develops innovative products for diversified applications in communications, industrial, aerospace & defence, semiconductor capital equipment, life sciences, consumer electronics, and automotive markets.

www.ii-vi.com

www.Coherent.com

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