Coherent Inc. (NasdaqGS:COHR) entered into a definitive agreement to acquire Rofin-Sinar Technologies Inc. (NasdaqGS:RSTI) from Silver Arrow Capital Group, The Vanguard Group, Inc., Royce & Associates, LLC, Franklin Advisory Services, LLC and others for approximately $920 million in cash on March 16, 2016. Under the terms of the agreement, Coherent Inc. will acquire shares and options of Rofin-Sinar at $32.5 per share. Coherent intends to finance the transaction through a combination of cash on hand and fully committed debt financing of $850 million from Barclays. Rofin's operating results will be primarily included in Industrial Lasers & Systems segment of Coherent. On April 5, 2016, Coherent amended the commitment letter to add Bank of America, N.A. and Merrill Lynch, Pierce, Fenner & Smith Incorporated as joint lead arrangers and joint bookrunning managers. Barclays has committed to provide, severally and not jointly, sixty percent (60%), and BofA has committed to provide, severally and not jointly, forty percent (40%) of the aggregate principal amount of the facilities. As of May 10, 2017, the transaction was financed partly through cash and by €670($727.8) million euro term loan. Rofin-Sinar Technologies Inc. will pay termination fee of $25.5 million if the transaction is terminated by Rofin-Sinar and Coherent will pay termination fee of $65 million if the transaction is terminated by Coherent. As of September 30, 2016, Rofin-Sinar has $0.74 million of total assets, $0.57 million of total equity and common equity, $0.49 million of revenues and $0.27 million of net income. The transaction is subject to approval by ROFIN stockholders, regulatory approvals in the U.S., antitrust approvals and other countries as well as other customary closing conditions. The transaction has been unanimously approved by the Board of Directors of Coherent and Rofin-Sinar. The transaction is expected to close within six to nine months. The transaction is expected to be accretive to earnings per share in the first full year following the close. As of April 28, 2016, the deal received early termination of antitrust approval. Proxy advisory firms, Institutional Shareholder Services Inc., Glass Lewis & Co., LLC and Egan-Jones & Co. have each independently recommended that ROFIN stockholders vote for the adoption of the merger agreement dated March 16, 2016. The transaction was approved by shareholders of Rofin-sinar Technologies on June 29, 2016. The deal is expected to close in last quarter of 2016. The deal is expected to close in last few weeks of November, 2016. The European Commission has now moved the deadline to October 26, 2016 to review the transaction. The European Commission has approved the transaction on October 26, 2016. John Fore, Michael Rosenthal, Götz Drauz, Paul McGeown, Michael S. Ringler and Denny Kwon of Wilson Sonsini Goodrich & Rosati, Professional Corporation acted as a legal advisor to Coherent Inc., Sheldon G. Nussbaum, Frank Regelin, Katrin Stieß, Christian Filippitsch, Nicolas Daamen, Alexander Reiner, Igsaan Varachia, Michael Malterer, Jamie Nowak, Katrin Scheicht, Michael Heim, Raphael Won-Pil Suh, Nikolas Smirra and Steffen Averwald, Donald Ainscow, Sal Favuzza, Leslie Hung, Neil Sparber, Samantha Beltre, Alan Aronson, Dan Wellington, Neely Agin, Luke McFarland, Jay Modrall, Max Seuster, Janet McQuaid, Alicia Groos, Katherine Klammer Madianos Stephen Nelson, James Dreyfus, Sheldon Elefant and Roy L. Goldman of Norton Rose Fulbright US LLP acted as legal advisors to Rofin-Sinar Technologies Inc., Barclays Capital Inc. acted as a financial advisor to Coherent Inc. and Greenhill & Co., LLC acted as a financial advisor to Rofin-Sinar Technologies Inc. Markus Pfaff, Daniel Voigt, Dominik von Zehmen, Roman Gaitzsch, Sebastian Sedlak, Heike Wagner, Jochen Schlotter, Tobias Kilian, Florian Plagemann, Tobias Arnold, Ulrich Becker, Dominik Seehawer, Dirk Smielick, Carsten Domke, Kristina Kneip and Jochen Reuter of CMS Hasche Sigle acted as legal advisor and Weil, Gotshal & Manges LLP acted as legal advisor for Coherent. Jed Repko, Kate Beers, Matthew Sherman and Joe Millsap of Joele Frank, Wilkinson Brimmer Katcher acted as public relations advisors in the transaction. Mike Pascale and Neil Maitland of Abernathy MacGregor acted as public relations advisors in the transaction. John H. Butler and Taylor Thompson of Davis Polk acted as legal advisors to Greenhill & Co., LLC. Coherent paid a fee of $9.5 million to its financial advisor, Barclays. Pietro Cavasola & Serena Carroli of CMS Hasche Sigle acted as legal advisor to Coherent. Elizabeth Cole of Jones Day acted as legal advisor in this transaction. Coherent Inc. (NasdaqGS:COHR) completed the acquisition of Rofin-Sinar Technologies Inc. (NasdaqGS:RSTI) from Silver Arrow Capital Group, The Vanguard Group, Inc., Royce & Associates, LLC, Franklin Advisory Services, LLC and others on November 7, 2016.