Keysight Technologies, Inc. (NYSE:KEYS) agreed to acquire Spirent Communications plc (LSE:SPT) for approximately £1.2 billion on March 28, 2024. The Acquisition is conditional on, amongst other things, the approval of Spirent Shareholders and the satisfaction of certain regulatory conditions. The full cash consideration payable under the terms of the Acquisition, together with certain fees and expenses in connection with the Acquisition, will be funded through third party debt incurred by Keysight. Such third party debt is to be provided under a bridge facility agreement arranged by Citibank, N.A. (or an affiliate thereof) and BNP Paribas Securities Corp. As on May 22, 2024, At the General Meeting, the Special Resolution to approve the Scheme and provide for its implementation was also passed by the requisite majority of Spirent Shareholders. Completion of the acquisition remains subject to the satisfaction or, if applicable, waiver of the other Conditions set out in the Keysight Offer Scheme Document, including (but not limited to) to certain regulatory approvals as well as the Court sanctioning the Scheme at the Scheme Court Hearing. Subject to the satisfaction of those regulatory conditions and the Scheme receiving the sanction of the Court, the Scheme is expected to become effective during the first half of Keysight's next fiscal year.

Centerview Partners UK LLP and Evercore Partners International LLP acted as financial advisor to Keysight Technologies, Inc. (NYSE:KEYS). N.M. Rothschild & Sons Limited, UBS AG London Branch and Jefferies International Limited acted as financial advisor to Spirent Communications plc. Freshfields Bruckhaus Deringer LLP and WilmerHale are retained as legal advisers to Keysight. Linklaters LLP is retained as legal adviser to Spirent. BNP Paribas Securities Corp. and Citibank, N.A. are providing financing to Keysight and have also provided financial advice to Keysight in relation to the Acquisition. Global law firm Ashurst is advising Centerview Partners UK LLP and Evercore Partners International LLP.