LONDON Bookham Technology is planning to move its corporate base to the United States and be listed solely on the NASDAQ stock market. Every ten existing Bookham ordinary shares will be exchanged for one share of common stock in a newly incorporated Delaware corporation (“Bookham Inc.”). The Bookham Inc. common stock is expected to be listed on the NASDAQ National Market.
The company’s board believes that this share exchange ratio will establish an initial trading price for the Bookham common stock that more accurately reflects the trading price of shares in the US market and an equity structure more typical of a company of Bookham’s size.
Giorgio Anania, Chief Executive Officer of Bookham, said: “Over the past four years since our IPO, our business has changed significantly and we believe a change in domicile would more accurately reflect the current profile of the company and be in the best interests of shareholders. We believe that redomiciling as a US company will provide us with a better platform for executing our strategy and position us closer to developments within our industry.” Bookham’s competition is principally located in the United States, and this move is expected to allow it to compete with these companies on an equal footing for investment and acquisition opportunities. The company anticipates operations outside the US, particularly its UK businesses and facilities, customers and employees will remain largely unaffected by this change of domicile. The company expects to continue to invest in the development of its UK technology base, and in particular in its two main UK facilities in Caswell and Paignton.
The move is subject to shareholder approval, court approval and taxation clearances and is expected to be completed by September 30, 2004.
As part of the move the company’s fiscal year end is also to move from December 31 to June 30. It enables the company to convert to US GAAP (United States Generally Accepted Accounting Principles) with US Dollar functional currency in the shortest possible timeframe.