Spirent PLC
22 September 2003
Monday, 22 September 2003
SPIRENT plc (London Stock Exchange: SPT; New York Stock Exchange: SPM)
Spirent Stock Option Plan Option Exchange Program
Spirent plc announces that the Option Exchange Offer which commenced on 15
August 2003 under the Option Exchange Program ('OEP') expired at 5pm US Eastern
Time on 15 September 2003. Under the OEP, eligible employees who, as at 15
August 2003, held outstanding options under the Spirent Stock Option Plan with
an exercise price of £1.40 per share or greater ('Underwater Options') could
tender their Underwater Options in exchange for the grant of options (the '
Replacement Options').
Spirent has accepted for exchange Underwater Options to purchase 28,557,785
Ordinary shares. The Underwater Options accepted for exchange were cancelled on
18 September 2003. On the same day, Spirent issued Replacement Options to
purchase up to 4,792,301 Ordinary shares. The exercise price per Ordinary share
of a Replacement Option is the fair market value of an Ordinary share at the
close of business on 18 September 2003 as derived from the Official List of the
London Stock Exchange, plus 20 per cent of that market value. On 18 September
2003, the closing price for an Ordinary share was 56.25 pence. Consequently,
the exercise price of a Replacement Option is 67.5 pence.
The Schedule TO, which formed part of the Option Exchange Program documentation
filed with the U.S. Securities and Exchange Commission, has been amended to
include the results of the Option Exchange Offer, as summarised above.
The Amended Schedule TO plus a communication to be circulated to OEP eligible
employees confirming the results of the Option Exchange Offer have been
submitted to the UK Listing Authority, and will be available for inspection from
22 September 2003 at the UK Listing Authority's Document Viewing Facility, which
is situated at:
Financial Services Authority
25 The North Colonnade
Canary Wharf
London
E14 5HS
Tel: +44 (0) 20 7066 1000
Copies of the above documents are also being filed with the U.S. Securities and
Exchange Commission and are available for inspection at http://www.sec.gov.
Yours faithfully
Warren Nash
This information is provided by RNS
The company news service from the London Stock Exchange
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