Ciena acquires Cyan in $400-mn pact

NEW DELHI: Networking solutions provider Ciena Corporation has acquired Cyan Inc, next-generation software solutions provider, in a cash and stock transaction valued at about $400 million.

Upon the closing of the transaction, Cyan shareholders will receive consideration equal to the value 0.224 shares of Ciena common stock. This exchange ratio represents $4.75 per share of Cyan common stock, based on Ciena’s 20-day volume weighted average price as of May 1, 2015.

Based on the structure of the transaction, Cyan’s outstanding warrants will be deemed to have been automatically exercised upon closing. In addition, Ciena will also assume Cyan’s outstanding equity awards.

Ciena will assume Cyan’s $50 million in outstanding principal amount of 8.0% Convertible Senior Secured Notes due 2019.

The transaction is expected to close during Ciena’s fiscal fourth quarter 2015.

When combined with Ciena’s Agility software portfolio, Cyan’s next-generation software and platforms enable greater monetization for network operators through more efficient utilization of network assets and faster time-to-market with differentiated and profitable services.

“Ciena is transforming networks by applying web-scale technologies for delivering greater efficiency, network automation and agility while driving the industry toward an open ecosystem,” said Gary Smith, President and CEO of Ciena. “The addition of Cyan accelerates the availability of a complete solution for our customers to deliver virtualized networks and services on-demand.”

“Ciena and Cyan share the common belief that disruptive innovations and a customer-first approach are key ingredients to enable network transformation,” said Mike Hatfield, president of Cyan.

Cyan offers SDN, NFV, and metro packet-optical solutions, which have built a customer base that is complementary to Ciena. Cyan also provides multi-vendor network and service orchestration and next-generation network management software with advanced visualization.

Morgan Stanley & Co. LLC served as financial advisor and Hogan Lovells is serving as legal counsel to Ciena on this transaction. Jefferies LLC served as financial advisor and Wilson Sonsini Goodrich & Rosati is serving as legal counsel to Cyan.