 1 | © 2015 Infinera Filed by Infinera Corporation Pursuant to Rule 425 Under the Securities Act of 1933 Subject Company: Transmode AB (Commission File No. 001-33486) Infinera Transmode Combination Implied Value of Offer Per Transmode Share |
 2 | © 2015 Infinera This table will be updated on a daily basis on Infinera’s transaction website (www.infinera.se) through the final
day of the offer period (August 7, 2015, subject to any extensions).
1. See Offer Document dated July 7, 2015 for additional details. 2. SEK/USD exchange rate of 8.6294 based on Riksbank published mid-price fixing rate as of July 31, 2015. 3. Exchange ratio is exactly 0.637581893984515. 4. Stock consideration percentage is exactly 73.7972909855208% and cash consideration percentage is exactly 26.2027090144792%.
5. Premium based on Transmode metric for the period ending April 8, 2015 the last trading day prior to the announcement of the offer and adjusted for SEK
1.95 dividend.
Implied Value Per Transmode Share of Original Consideration Alternative
(1) As of July 31, 2015 Component Average INFN Share Price Exchange Value / TRMO Share Value / TRMO USD SEK (2) x Ratio (3) = Share (SEK) x Split (4) = Share (SEK) Stock 23.94 206.59 ~0.6376 131.72 ~73.80% 97.20 Cash -- -- -- 107.05 ~26.20% 28.05 125.25 Premium to: (5) Spot Price 32% 1-month VWAP 41% 3-month VWAP 55% 6-month VWAP 72% Implied Value of Offer Per Transmode Share |
 3 | © 2015 Infinera This communication is neither an offer to purchase nor a solicitation of an offer to sell any shares. This communication is for
informational purpose only. The exchange offer for shares of
Transmode AB will not be made to, nor will exchanges be accepted from, or on behalf of, holders of shares in any jurisdiction in which the making of the exchange offer or the acceptance thereof would not comply with the laws of that jurisdiction.
The acceptance period for the exchange offer for shares of
Transmode described in this communication has not commenced.
In connection with the proposed combination of Infinera and Transmode, Infinera has filed an offer document and supplement to the offer document with the Swedish Financial Supervisory Authority and a prospectus and a Registration Statement on Form S-4 with the
SEC. Shareholders of Transmode should read the above
referenced documents and materials carefully because they contain important information about the transaction. Shareholders of Transmode may obtain free copies of these documents and materials, any amendments or supplements thereto and other
documents
containing important information about Infinera and the transaction, once such documents and materials are filed or furnished, as applicable, with the SEC, through the website maintained by the SEC at www.sec.gov. Copies of the
documents and materials filed with the SEC by
Infinera will also be available free of charge on Infinera’s website at www.infinera.com under the heading “SEC Filings” in the “Company—Investor Relations” portion of Infinera’s website. More information about the exchange offer, including the formal announcement of the offer, the offer document and supplement to the offer document filed with and approved by the Swedish Financial Supervisory Authority, can be found on
www.infinera.se. Disclaimer |