Acquisition

Spirent PLC 16 August 2002 808 - 16 August 2002 SPIRENT PLC COMPLETES ACQUISITON OF CAW NETWORKS, INC. Spirent plc (LSE: SPT; NYSE: SPM), a leading international network technology company, announces that it has completed the acquisition of Caw Networks, Inc. (Caw) for an initial cash consideration of $49 million (approximately £31.6 million) comprised of approximately $45 million in cash and $4 million in a combination of Spirent restricted shares and options pursuant to an employee stock plan. The cash element of the initial consideration will be funded out of the proceeds of Spirent's recent divestments. Deferred consideration up to a value of $60 million (approximately £38.7 million), expected to be satisfied by the issue of a maximum of 32.3 million Spirent shares, is payable on an earn-out basis dependent upon the revenues and certain technological milestones achieved by Caw for the year ending 31 December 2003. In connection with the rollover of Caw Common Stock under the Caw 2000 Stock Plan into Spirent Ordinary shares, 2,597,417 Spirent Ordinary shares of 3 1/3p each have been issued as part of the initial consideration. Accordingly, in respect of the Spirent restricted shares, application has been made to The UK Listing Authority for Ordinary shares to be admitted to the Official List and to the London Stock Exchange for these Ordinary shares to be admitted to trading. The Ordinary shares rank pari passu with the existing issued Ordinary shares of the Company. Dealings are expected to commence on 16 August 2002 subject to the restrictions in the stock plan rules. Commenting on the acquisition which was announced on 22 July 2002, Nicholas Brookes, Chief Executive of Spirent, said: 'This acquisition provides us with key software technology to pursue a new and critical sector of the market that is highly complementary to our existing performance analysis capabilities. With Caw's technology, we will be able to provide comprehensive Layer 1 to 7 solutions enabling us to further penetrate our existing customer base and broaden our reach in the enterprise IT market.' - ends - Enquiries Nicholas Brookes, Chief Executive Spirent plc +44 (0)1293 767676 Eric Hutchinson, Finance Director Investor Relations Catherine Nash Spirent plc +44 (0)1293 767676 Media Jon Coles/Rupert Young Brunswick (London) +44 (0)20 7404 5959 Lauren Teggelaar Brunswick (New York) +1 212 333 3810 About Spirent Spirent plc is an international network technology company providing state-of-the-art solutions with a focus on high growth activities. Our Communications group unites leading edge performance analysis technology with network operations expertise, enabling customers to accelerate the development, deployment and assurance of next generation network equipment and services worldwide. Further information about Spirent plc can be found at www.spirent.com Spirent plc is listed on the London Stock Exchange (ticker: SPT) and on the New York Stock Exchange (ticker: SPM; CUSIP number: 84856M209) with one American Depositary Receipt representing four Ordinary shares. Spirent and the Spirent logo are trademarks of Spirent plc. All other trademarks or registered trademarks are held by their respective companies. All rights reserved. This press release may contain forward-looking statements that are based on current expectations or beliefs, as well as assumptions about future events. You can identify these statements by their use of words such as 'will,' 'anticipate,' 'estimate,' 'expect,' 'project,' 'intend,' 'plan,' 'should,' 'may,' 'assume' and other similar words. You should not place undue reliance on our forward-looking statements, which are not a guarantee of future performance and are subject to factors that could cause our actual results to differ materially from those expressed or implied by these statements. Such factors include: aggressive competition; our ability to develop and commercialise new products and services and realise product synergies; risks relating to the sale or acquisition of and subsequent ability to integrate businesses; our reliance on third party manufacturers and suppliers; our exposure to liabilities for product defects; our reliance on proprietary technology; our ability to attract and retain qualified personnel; risks of doing business internationally; risks of downturns in the industries in which we participate; and other risks described from time to time in Spirent plc's Securities and Exchange Commission periodic reports and filings. We undertake no obligation to update our forward-looking statements, whether as a result of new information, future events or otherwise. This information is provided by RNS The company news service from the London Stock Exchange
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