PRESS RELEASE
Published on February 19, 2004
EXHIBIT 99.1
[EMCORE LOGO OMITTED]
PRESS RELEASE
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EMCORE ANNOUNCES SUCCESSFUL EXCHANGE OFFER OF ITS 5% CONVERTIBLE SUBORDINATED
NOTES DUE MAY 15, 2006
SOMERSET, N.J., Feb. 19 -- EMCORE Corporation (Nasdaq: EMKR), a leading provider
of compound semiconductor technologies for global communications, today
announced the successful conclusion of its exchange offer. The Company will
exchange approximately $80.3 million aggregate principal amount of its new 5%
Convertible Senior Subordinated Notes due May 15, 2011 ("New Notes") and
approximately 7.7 million shares of common stock for approximately $146.0
aggregate million principal amount of its 5% Convertible Subordinated Notes due
May 15, 2006 ("Old Notes"). The notes tendered in the exchange represent
approximately 90.2% of the aggregate principal amount outstanding. The closing
of the exchange offer is expected to occur on or about February 24, 2004.
EMCORE's President and Chief Executive Officer, Mr. Reuben F. Richards, Jr.,
said, "We are delighted with the overwhelmingly positive response of our
convertible note holders to our exchange offer. Our successful exchange offer is
another key milestone in positioning EMCORE as a leader in global
communications. The exchange offer will achieve an aggregate debt reduction of
approximately $65.7 million and a reduction in annual interest expense of
approximately $3.3 million. We believe this transaction is in the best interests
of our shareholders, bondholders and customers."
The exchange offer was made pursuant to a registration statement, tender offer
statement and other related documents, which more fully set forth the terms of
the exchange offer and the New Notes. CIBC World Markets acted as dealer manager
for the exchange offer.
ABOUT EMCORE:
EMCORE Corporation offers a broad portfolio of compound semiconductor-based
products for the rapidly expanding broadband and wireless communications markets
and the solid-state lighting industry. The company's integrated solutions
philosophy embodies state-of-the-art technology, material science expertise, and
a shared vision of our customer's goals and objectives to be leaders and
pioneers in the rapidly growing communications market. EMCORE's solutions
include: optical components for fiber-to-the-curb/home/business, cable
television, and high speed data and telecommunications; solar cells, solar
panels and fiber optic satellite links for global satellite communications; and
electronic materials for high bandwidth communications systems, such as Internet
access and wireless telephones. Through its participation in GELcore, LLC,
EMCORE
plays a vital role in developing and commercializing next-generation LED
technology for use in the general illumination market. For further information
about EMCORE, visit http://www.emcore.com.
The information provided herein may include forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Investors are cautioned that all
forward-looking statements regarding EMCORE, its operations and its financial
results involve risks and uncertainties, including without limitation risks
associated with the proposed exchange offer, including risks related to the
issuance of common stock in the exchange offer, including dilution to existing
shareholders and volatility in our stock price; risks relating to EMCORE's
indebtedness; risks of downturns in economic conditions generally and in the
telecommunications and data communications markets and the compound
semiconductor industry specifically; risks relating to reduced revenues
resulting from the TurboDisc sale; risks to continuing operations arising from
the separation of the TurboDisc operations from the Company; risks that EMCORE's
restructuring and realignment efforts may not be successful in achieving their
expected benefits, may be insufficient to align EMCORE's operations with
customer demand and the changes affecting our industry, or may be more costly
than currently anticipated; risks related to intellectual property rights and
litigation; risks in technology development and commercialization; and other
risks detailed in EMCORE's filings with the Securities and Exchange Commission.
Contact:
Tom Werthan
Chief Financial Officer
EMCORE Corporation
(732) 271-9090
info@emcore.com
Victor Allgeier
TTC Group
(212) 227-0997
info@ttcominc.com