Power Electronics for Green Energy
Safe Harbor Statement
II-VI
This communication contains "forward-looking statements" within the meaning of the federal securities laws, including Section 27A of
the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements often address expected
future business and financial performance and financial condition, and often contain words such as "expect," "anticipate,” “intend,”
"plan," "believe," "seek," "see," "will," "would," "target," similar expressions, and variations or negatives of these words. Forward-
looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual
results to differ materially from those expressed in any forward-looking statements. Important factors that may cause such a difference
include: (i) the ability of II-VI Incorporated ("II-VI") and Finisar Corporation ("Finisar") to complete the proposed transaction on the
anticipated terms and timing or at all, (ii) potential litigation relating to the proposed transaction, (iii) inherent risks and costs associated
with the integration of the businesses and achievement of the anticipated synergies, (iv) potential disruptions from the proposed
transaction that may harm the parties' respective businesses, (v) the ability of the parties to retain and hire key personnel, (vi) adverse
legal and regulatory developments or determinations that could delay or prevent completion of the proposed transaction, and (vii) the
ability of II-VI to consummate financing related to the transaction. Additional risks are described under the heading "Risk Factors" in II-
VI's Annual Report on Form 10-K for the year ended June 30, 2018, filed with the U.S. Securities and Exchange Commission (the "SEC")
on August 28, 2018, and in Finisar's Annual Report on Form 10-K for the year ended April 28, 2019, filed with the SEC on June 14, 2019.
These risks, as well as other risks associated with the proposed transaction, are more fully discussed in the joint proxy
statement/prospectus included in the registration statement on Form S-4 (File No. 333-2290520) filed by II-VI with the SEC in connection
with the proposed transaction. Neither II-VI nor Finisar assumes any obligation to publicly provide revisions or updates to any forward
looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as
otherwise required by securities and other applicable laws.
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