ADTRAN Holdings acquires ADVA Optical Networking SE

ADTRAN Holdings acquired ADVA Optical Networking SE, a transaction completed in July 2022, structured as All-stock business combination; public exchange offer at 0.8244 ADTRAN Holdings shares per ADVA share, plus merger of ADTRAN into a subsidiary of the new holding company (ADTRAN Holdings, Inc., formerly Acorn HoldCo, Inc.). The deal was a Business combination.

ADVA Optical Networking SE operates in Optical / fiber networking, is based in Germany / global (Europe-centric optical networking). ADTRAN, Inc. and ADVA Optical Networking SE agreed to combine under a new Delaware holding company (Acorn HoldCo, Inc., renamed ADTRAN Holdings, Inc.). Each ADTRAN share converted into one holding-company share, and a public exchange offer offered 0.8244 holding-company shares per ADVA share. The all-stock combination created a global end-to-end fiber networking provider with roughly $1.2B in combined revenue, dual-listed on NASDAQ and the Frankfurt Stock Exchange, with former ADTRAN holders owning ~54% and ADVA holders ~46%.

Created a global, scaled end-to-end fiber networking leader positioned for the fiber investment cycle, spanning metro edge, aggregation, access and subscriber connectivity, targeting over $50 million in annual run-rate cost synergies.

Highly complementary optical portfolio and European scale that, combined with ADTRAN's access strength, created a global end-to-end fiber leader with ~$1.2B combined revenue. Over $50 million in targeted annual run-rate cost synergies. ADTRAN Holdings, Inc. (ADVA later renamed Adtran Networks SE) On the July 15, 2022 settlement date ADTRAN Holdings owned 33,957,538 ADVA bearer shares (65.43%). A domination and profit-and-loss transfer agreement (DPLTA) with ADVA was signed December 1, 2022 following ADVA shareholder approval.

Advisory firms were not disclosed for this transaction.