JDS Uniphase

In one of the largest mergers in Canadian history, JDS FITEL Inc. , of Ottawa/Nepean, completed its merger with Uniphase Corporation of San Jose, California, on July 6 to form JDS Uniphase. The market capitalization of JDS Uniphase at closing was in excess of $18 bn.. JDS Uniphase designs, manufactures and sells fibreoptic networks and the merged company constitutes a new cross-border giant in the fibreoptics industry. JDS FITEL looked to in-house counsel Konstantin Kotzeff, Vice President, Legal Affairs and Corporate Secretary, and Osler, Hoskin & Harcourt. Oslers used a team of lawyers from Toronto and Ottawa in order to combine the firm’s mergers and acquisitions expertise in Toronto with its technology company expertise in Ottawa. Deborah Alexander (Toronto) and Craig Wright (Ottawa) lead the JDS FITEL team with assistance from Elizabeth Walker and Ed Vandenberg on corporate matters, David Tetreault and Dov Begun on tax matters, Peter Franklyn on anti-trust and Investment Canada issues, and Larry Lowenstein, Shelley Obal and Andrew Diamond in connection with obtaining the necessary court approvals. JDS FITEL retained Simpson Thacher’s New York office for U. S. matters. Furukawa Electric Company Ltd. of Japan, the controlling shareholder of JDS FITEL, retained Goodman Phillips & Vineberg. The GPV team was comprised of Ken Winer and Robert Vaux (corporate); and Kenneth Snider and Adrienne Oliver (tax). Uniphase Corporation looked to in-house counsel Michael Phillips, Senior Vice President and General Counsel, along with Tory Tory DesLauriers & Binnington for Canadian matters and Morrison & Foerster for U. S. matters. The Torys team was comprised of Peter Jewett, Sharon Pel, Patrice Walch-Watson, Krista Hill, Karrin Powys-Lybbe, and Alexandra Kau who dealt with general corporate matters while John Unger handled the tax work and James Tory and Linda Plumpton dealt with court approvals.