ITEM 8.01 - OTHER EVENTS
OnJanuary 11, 2022 ,Ciena Corporation ("Ciena") issued a press release announcing the pricing of its previously announced offering (the "Offering") of$400 million in aggregate principal amount of 4.00% senior notes due 2030 (the "Notes"). The closing of the Offering is expected to occur on or aboutJanuary 18, 2022 , subject to customary closing conditions. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The Notes will be guaranteed on a senior unsecured basis by certain of Ciena's domestic subsidiaries. The Notes and related guarantees have not been and will not be registered under the Securities Act of 1934, as amended (the "Securities Act") or the securities laws of any other jurisdiction and may not be offered or sold inthe United States absent registration or an applicable exemption from registration requirements of the Securities Act or the securities laws of any other jurisdiction. The Notes and related guarantees are expected to be eligible for resale inthe United States only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and outsidethe United States to non-U.S. persons in compliance with Regulation S under the Securities Act. This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of the Notes or related guarantees in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offers of the Notes will be made only by means of a private offering memorandum. ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS (d) The following exhibits are being filed herewith: Exhibit Number Description of Document Exhibit 99.1 Press Release dated January 1 1 , 2022. Exhibit 104 Cover Page Interactive Data File
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