Grundläggande statistik
LEI | 213800HKCUNWP1916L38 |
CIK | 1130498 |
SEC Filings
SEC Filings (Chronological Order)
June 6, 2007 |
424(b)(3) Reg. No. 333-13276 Exhibit A to Deposit Agreement No. AMERICAN DEPOSITARY SHARES (Each American Depositary Share represents four (4) deposited Shares) THE BANK OF NEW YORK AMERICAN DEPOSITARY RECEIPT FOR ORDINARY SHARES OF THE PAR VALUE OF 3-1/3 PENCE EACH OF SPIRENT COMMUNICATIONS PLC (ORGANIZED UNDER THE LAWS OF ENGLAND AND WALES) The Bank of New York as depositary (hereinafter called |
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June 5, 2007 |
Exhibit 1.1 The following table compares, for the periods indicated, the total and average trading volume in Spirent?s Ordinary shares on the London Stock Exchange (?LSE?) which is the Company?s primary trading market with total and average trading volume of Spirent American Depositary Shares (?ADSs?) on the New York Stock Exchange (?NYSE?). Period Ordinary shares/ LSE volume in period (000?s) Ave |
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June 5, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15F CERTIFICATION OF A FOREIGN PRIVATE ISSUER?S TERMINATION OF REGISTRATION OF A CLASS OF SECURITIES UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ITS TERMINATION OF THE DUTY TO FILE REPORTS UNDER SECTION 13(a) OR SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-15206 Spirent |
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June 4, 2007 |
UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0080 Washington, D. |
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June 4, 2007 |
Exhibit A to Deposit Agreement No. AMERICAN DEPOSITARY SHARES (Each American Depositary Share represents four (4) deposited Shares) THE BANK OF NEW YORK AMERICAN DEPOSITARY RECEIPT FOR ORDINARY SHARES OF THE PAR VALUE OF 3-1/3 PENCE EACH OF SPIRENT PLC (ORGANIZED UNDER THE LAWS OF ENGLAND AND WALES) The Bank of New York as depositary (hereinafter called the "Depositary"), hereby certifies that , o |
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June 4, 2007 |
As filed with the Securities and Exchange Commission on June 4, 2007 F-6 POS 1 postamendf6deregbnyspirent.htm POST EFFECTIVE AMEND. NO. 2 TO FORM F-6 As filed with the Securities and Exchange Commission on June 4, 2007 Registration No. 333-13276 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 TO THE FORM F-6 REGISTRATION STATEMENT under THE SECURITIES ACT OF 1933 For Depositary Shares Evidenced by American Depositary Receipt |
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June 4, 2007 |
SPIRENT PLC THE BANK OF NEW YORK SPIRENT PLC AND THE BANK OF NEW YORK As Depositary AND OWNERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY RECEIPTS Amended and Restated Deposit Agreement as of May 5, 2000 Further Amended and Restated as of March 23, 2001 Further Amended and Restated as of July 10, 2001 AMENDED AND RESTATED DEPOSIT AGREEMENT AMENDED AND RESTATED DEPOSIT AGREEMENT as of May 5, 2000, as further amended and restated |
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February 9, 2007 |
Mr Larry Spirgel Assistant Director Division of Corporate Finance Mail Stop 3720 United States Securities and Exchange Commission Washington D. |
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January 10, 2007 |
Mr Larry Spirgel Assistant Director Division of Corporate Finance Mail Stop 3720 United States Securities and Exchange Commission Washington D. |
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December 27, 2006 |
As filed with the Securities and Exchange Commission on December 27, 2006 SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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December 7, 2006 |
As filed with the Securities and Exchange Commission on December 7, 2006 SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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November 17, 2006 |
As filed with the Securities and Exchange Commission on November 17, 2006 SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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November 14, 2006 |
As filed with the Securities and Exchange Commission on November 14, 2006 SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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September 21, 2006 |
As filed with the Securities and Exchange Commission on September 21, 2006 SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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August 23, 2006 |
As filed with the Securities and Exchange Commission on August 23, 2006 SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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August 14, 2006 |
As filed with the Securities and Exchange Commission on August 14, 2006 SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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June 29, 2006 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 12.1 CERTIFICATION I, Anders Gustafsson, certify that: 1. I have reviewed this annual report on Form 20-F of Spirent Communications plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circum |
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June 29, 2006 |
EX-1.1 2 a2168862zex-11.htm EXHIBIT 1.1 Exhibit 1.1 No. 470893 The Companies Act 1948 and The Companies Act 1985 COMPANY LIMITED BY SHARES MEMORANDUM Amended by Special Resolution passed on 17th May 1993 and ARTICLES OF ASSOCIATION Adopted by Special Resolution passed on 18th September, 1989 and Amended by Special Resolutions passed on 17th May 1993, 18th May 1994, 24th May 1995, 22nd May 1996, 21 |
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June 29, 2006 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 12.2 CERTIFICATION I, Eric G. Hutchinson, certify that: 1. I have reviewed this annual report on Form 20-F of Spirent Communications plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circu |
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June 29, 2006 |
STOCK PURCHASE AGREEMENT SwissQual Holding AG Exhibit 4.7 Execution Copy STOCK PURCHASE AGREEMENT regarding SwissQual Holding AG Table of Content 1. Definitions 2. Sale and Purchase of Shares, Consideration 3. Conduct from Signing to Closing and Closing 4. Representations and Warranties of Seller 5. Remedies 6. Indemnities 7. Further Undertakings after Closing Date 8. Management and Structure of the Company 9. Obligations of the Purchaser 10. |
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June 29, 2006 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 20-F QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D. |
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June 29, 2006 |
ARTICLE VII Post-Closing Covenants of the Stockholders. Exhibit 4.6 STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT, dated February 9, 2006 (the ?Closing Date?), by and among Spirent Communications, Inc., a Delaware corporation (the ?Purchaser?) and those individuals listed as ?Stockholders? on Schedule A hereto (individually a ?Stockholder? and collectively the ?Stockholders?). W I T N E S S E T H: WHEREAS, QuadTex Systems Inc., a Texas corporation |
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June 29, 2006 |
EX-4.8 5 a2168862zex-48.htm EXHIBIT 4.8 Exhibit 4.8 CONFORMED COPY Dated 15 December 2005 SPIRENT PLC AND OTHERS and HARWICH BETA S.ÀR.L SHARE AND BUSINESS SALE AGREEMENT relating to the companies and businesses comprising the Network Products Division of Spirent plc One Silk Street London EC2Y 8HQ Telephone (44 20) 7456 2000 Facsimile (44 20) 7456 2222 Ref Shane Griffin/Matthew Bland Share and Bu |
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June 29, 2006 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 13.1 CERTIFICATION Pursuant to 18 United States Code ? 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 The undersigned hereby certify that to our knowledge the Annual Report on Form 20-F for the fiscal year ended December 31, 2005 of Spirent Communications plc (the "Company") filed with the Securiti |
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September 9, 2005 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 12.1 CERTIFICATION I, Anders Gustafsson, certify that: 1. I have reviewed this report on Form 20-F/A of Spirent plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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September 9, 2005 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 12.2 CERTIFICATION I, Eric G. Hutchinson, certify that: 1. I have reviewed this report on Form 20-F/A of Spirent plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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September 9, 2005 |
QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on September 9, 2005 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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September 9, 2005 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 13.1 CERTIFICATION Pursuant to 18 United States Code § 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 The undersigned hereby certify that to our knowledge the Report on Form 20-F/A for the fiscal year ended December 31, 2004 of Spirent plc (the "Company") filed with the Securities and Exchange Comm |
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September 6, 2005 |
Via Mail and Fax Mr Larry Spirgel Assistant Director Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N. |
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August 12, 2005 |
QuickLinks - Click here to rapidly navigate through this document Via Mail and Fax Mr Larry Spirgel Assistant Director Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N. |
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June 29, 2005 |
FORM 6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June, 2005 SPIRENT plc (Translation of registrant's name into English) Spirent House, Crawley Business Quarter, Fleming Way, Crawley, West Sussex RH10 9QL, UK (Address of principal execu |
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May 18, 2005 |
Exhibit 12.2 CERTIFICATION I, Eric G. Hutchinson, certify that: 1. I have reviewed this annual report on Form 20-F of Spirent plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to th |
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May 18, 2005 |
EX-4.9 4 a2154888zex-49.htm EX-4.9 Exhibit 4.9 Execution Copy SPIRENT plc SECOND AMENDMENT AND CONSENT AGREEMENT DATED AUGUST 13, 2004 US$10,000,000 AMENDED AND RESTATED SERIES A SENIOR NOTES DUE NOVEMBER 23, 2006 US$63,406,000 AMENDED AND RESTATED SERIES B SENIOR NOTES DUE NOVEMBER 23, 2009 US$115,000,000 AMENDED AND RESTATED SERIES C SENIOR NOTES DUE NOVEMBER 23, 2009 US$29,594,000 AMENDED AND R |
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May 18, 2005 |
EX-4.10 5 a2154888zex-410.htm EX-4.10 Exhibit 4.10 SPIRENT plc THIRD AMENDMENT, CONSENT AND WAIVER AGREEMENT DATED MARCH 1, 2005 US$10,000,000 AMENDED AND RESTATED SERIES A SENIOR NOTES DUE NOVEMBER 23, 2006 US$63,406,000 AMENDED AND RESTATED SERIES B SENIOR NOTES DUE NOVEMBER 23, 2009 US$115,000,000 AMENDED AND RESTATED SERIES C SENIOR NOTES DUE NOVEMBER 23, 2009 US$29,594,000 AMENDED AND RESTATE |
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May 18, 2005 |
Exhibit 13.1 CERTIFICATION Pursuant to 18 United States Code § 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 The undersigned hereby certify that to our knowledge the Annual Report on Form 20-F for the fiscal year ended December 31, 2004 of Spirent plc (the “Company”) filed with the Securities and Exchange Commission on the date hereof fully complies with the requirement |
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May 18, 2005 |
Exhibit 1.1 No. 470893 The Companies Act 1948 and The Companies Act 1985 C O M P A N Y L I M I T E D BY S H A R E S M E M O R A N D U M Amended by Special Resolution passed on 17th May 1993 and A R T I C L E S OF A S S O C I A T I O N Adopted by Special Resolution passed on 18th September, 1989 and Amended by Special Resolutions passed on 17th May 1993, 18th May 1994, 24th May 1995, 22nd May 1996, |
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May 18, 2005 |
Exhibit 4.1 CONFORMED COPY ?30,000,000 FACILITY AGREEMENT dated 2 February 2005 for SPIRENT PLC arranged by COMMERZBANK AG HSBC BANK PLC LLOYDS TSB BANK PLC THE ROYAL BANK OF SCOTLAND PLC with LLOYDS TSB BANK PLC acting as Agent CONTENTS CLAUSE 1. Interpretation 2. The Facility 3. Purpose 4. Conditions Precedent 5. Loans 6. Repayment 7. Prepayment and Cancellation 8. Interest Periods 9. Interest 1 |
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May 18, 2005 |
Exhibit 12.1 CERTIFICATION I, Anders Gustafsson, certify that: 1. I have reviewed this annual report on Form 20-F of Spirent plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the |
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May 18, 2005 |
20-F 1 a2154888z20-f.htm 20-F QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on May 18, 2005 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) o REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) or (g) OF THE SECURITIES EXCHANGE ACT OF 1934 or ý ANNUAL REPORT PURSUANT TO SECTION 13 OR |
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April 21, 2005 |
FORM 6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April, 2005 SPIRENT plc (Translation of registrant's name into English) Spirent House, Crawley Business Quarter, Fleming Way, Crawley, West Sussex RH10 9QL, UK (Address of principal exec |
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March 31, 2005 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 12.1 CERTIFICATION I, Anders Gustafsson, certify that: 1. I have reviewed this report on Form 20-F/A of Spirent plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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March 31, 2005 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 12.2 CERTIFICATION I, Eric G. Hutchinson, certify that: 1. I have reviewed this report on Form 20-F/A of Spirent plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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March 31, 2005 |
QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on March 31, 2005 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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March 31, 2005 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 12.1 CERTIFICATION I, Anders Gustafsson, certify that: 1. I have reviewed this report on Form 20-F/A of Spirent plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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March 31, 2005 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 12.2 CERTIFICATION I, Eric G. Hutchinson, certify that: 1. I have reviewed this report on Form 20-F/A of Spirent plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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March 31, 2005 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 13.1 CERTIFICATION Pursuant to 18 United States Code § 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 The undersigned hereby certify that to our knowledge the Report on Form 20-F/A for the fiscal year ended December 31, 2003 of Spirent plc (the "Company") filed with the Securities and Exchange Comm |
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March 31, 2005 |
QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on March 31, 2005 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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March 31, 2005 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 13.1 CERTIFICATION Pursuant to 18 United States Code § 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 The undersigned hereby certify that to our knowledge the Report on Form 20-F/A for the fiscal year ended December 31, 2003 of Spirent plc (the "Company") filed with the Securities and Exchange Comm |
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February 24, 2005 |
Final Results for the Year to 31 December 2004 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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August 5, 2004 |
Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August, 2004 SPIRENT plc (Translation of registrant’s name into English) Spirent House, Crawley Business Quarter, Fleming Way, Crawley, West Sussex RH10 9QL, UK (Address of principal e |
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June 29, 2004 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 12.1 CERTIFICATION I, Nicholas K. Brookes, certify that: 1. I have reviewed this annual report on Form 20-F of Spirent plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under |
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June 29, 2004 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 12.2 CERTIFICATION I, Eric G. Hutchinson, certify that: 1. I have reviewed this annual report on Form 20-F of Spirent plc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under |
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June 29, 2004 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 13.1 CERTIFICATION Pursuant to 18 United States Code § 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 The undersigned hereby certify that to our knowledge the Annual Report on Form 20-F for the fiscal year ended December 31, 2003 of Spirent plc (the "Company") filed with the Securities and Exchange |
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June 29, 2004 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 11.1 ETHICS POLICY Summary An ethics policy cannot cover every circumstance where employees may need to consider their conduct. If any employee is in doubt regarding ANY ethical matter, first seek advice, either from your line manager or from the Human Resources Department. The following is a summary of Spirent's Ethics Poli |
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June 29, 2004 |
QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on June 29, 2004 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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June 29, 2004 |
EX-4.1 2 a2136555zex-41.htm EX-4.1 QuickLinks - Click here to rapidly navigate through this document Exhibit 4.1 EXECUTION COPY AGREEMENT DATED 4th February, 2004 £30,000,000 REVOLVING CREDIT FACILITY FOR SPIRENT plc ARRANGED BY COMMERZBANK AG HSBC BANK plc LLOYDS TSB BANK plc THE ROYAL BANK OF SCOTLAND plc ALLEN & OVERY London CONTENTS Clause Page 1. Interpretation 4 2. The Facility 20 3. Purpose |
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June 29, 2004 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 4.10 Execution Copy SPIRENT plc AMENDMENT AND CONSENT AGREEMENT DATED DECEMBER 31, 2003 US$10,000,000 AMENDED AND RESTATED SERIES A SENIOR NOTES DUE NOVEMBER 23, 2006 US$63,406,000 AMENDED AND RESTATED SERIES B SENIOR NOTES DUE NOVEMBER 23, 2009 US$115,000,000 AMENDED AND RESTATED SERIES C SENIOR NOTES DUE NOVEMBER 23, 2009 |
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June 29, 2004 |
ETHICS POLICY FOR SENIOR FINANCIAL OFFICERS QuickLinks - Click here to rapidly navigate through this document Exhibit 11.2 ETHICS POLICY FOR SENIOR FINANCIAL OFFICERS Spirent plc (the Group) maintains an Ethics policy applicable to all directors and employees of the Group including Senior Financial Officers, who are defined as the Chief Executive Officer, the Finance Director, the Head of Financial Reporting and the Head of Internal Control |
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February 25, 2004 |
Form 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February, 2004 SPIRENT plc (Translation of registrant’s name into English) Spirent House, Crawley Business Quarter, Fleming Way, Crawley, West Sussex RH10 9QL, UK (Address of principal |
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February 25, 2004 |
FORM 6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February, 2004 SPIRENT plc (Translation of registrant's name into English) Spirent House, Crawley Business Quarter, Fleming Way, Crawley, West Sussex RH10 9QL, UK (Address of principal e |
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September 22, 2003 |
QuickLinks - Click here to rapidly navigate through this document SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Amendment No. |
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September 22, 2003 |
SPIRENT STOCK OPTION PLAN ("SSOP"): OPTION EXCHANGE PROGRAM EX-99.(A)(1)(XIII) 3 a2119020zex-99a1xiii.htm EX-99.(A)(1)(XIII) QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(a)(1)(xiii) [This communication may be sent by Email or by post] [insert residential address of Eligible Employee here if sending this communication by post] September 22, 2003 Dear Colleague, SPIRENT STOCK OPTION PLAN ("SSOP"): OPTION EXCHANGE PROGRAM As y |
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August 15, 2003 |
Form of covering letter with instructions for paper election packages [SPIRENT LETTERHEAD] QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(a)(1)(v) Form of covering letter with instructions for paper election packages [SPIRENT LETTERHEAD] [insert name and residential address of Eligible Employee here] August 15, 2003 Dear Colleague SPIRENT STOCK OPTION PLAN (SSOP): OPTION EXCHANGE PROGRAM As you may know, Spirent is offering Eligible Employees the opportuni |
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August 15, 2003 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(a)(1)(i) SPIRENT PLC OPTION EXCHANGE OFFER OFFER TO EXCHANGE CERTAIN OPTIONS ("UNDERWATER OPTIONS") OUTSTANDING UNDER OUR SPIRENT STOCK OPTION PLAN FOR A GRANT OF REPLACEMENT OPTIONS UNDER OUR SPIRENT STOCK OPTION PLAN This document constitutes part of the prospectuses relating to our Spirent Stock Option Plan covering s |
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August 15, 2003 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(a)(1)(ix) Friday, 15 August 2003 SPIRENT plc (London Stock Exchange: SPT; New York Stock Exchange: SPM) Documents for the Spirent Stock Option Plan Option Exchange Program At an Extraordinary General Meeting held on 9 July 2003, Spirent plc (Spirent) shareholders approved the Option Exchange Program and the renewal of th |
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August 15, 2003 |
[This message may be sent by Email or by post] QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(a)(1)(viii) [This message may be sent by Email or by post] [insert residential address of Eligible Employee here if sending acknowledgement by post] [Month, date], 2003 Dear Colleague SPIRENT STOCK OPTION PLAN (SSOP) OPTION EXCHANGE PROGRAM (OEP). ACKNOWLEDGEMENT OF RECEIPT OF OPTION ELECTION AGREEMENT This is to confirm |
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August 15, 2003 |
[This message may be sent by Email or by post] QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(a)(1)(vii) [This message may be sent by Email or by post] [insert residential address of Eligible Employee here if sending acknowledgement by post] [Month, date], 2003 Dear Colleague REMINDER REGARDING SPIRENT STOCK OPTION PLAN (SSOP) OPTION EXCHANGE PROGRAM (OEP) OPTION EXCHANGE OFFER EXPIRES SEPTEMBER 15, 2003, UNLESS |
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August 15, 2003 |
SPIRENT STOCK OPTION PLAN Option Exchange Program ("OEP") Exhibit 99.(a)(1)(x) SPIRENT STOCK OPTION PLAN Option Exchange Program ("OEP") OFFER PERIOD STARTS Friday Aug. 15, 2003 Instructions and packages are being sent by Spirent Email or by post to your home address on Aug. 15, 2003 $? Only options priced at ?1.40 or higher can be exchanged Information on the OEP will be available on InsideSpirent If you don't receive your package, and you have options |
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August 15, 2003 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99(a)(1)(xii) SPIRENT PLC OPTION EXCHANGE OFFER OFFER TO EXCHANGE CERTAIN OPTIONS ("UNDERWATER OPTIONS") OUTSTANDING UNDER OUR SPIRENT STOCK OPTION PLAN FOR A GRANT OF RELACEMENT OPTIONS UNDER OUR SPIRENT STOCK OPTION PLAN We have designed this page on InsideSpirent to allow you to access, print and review the Option Exchange Offer Documentation. |
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August 15, 2003 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(a)(1)(ii) Spirent plc (the "Company") SPIRENT STOCK OPTION PLAN ("SSOP")?OPTION EXCHANGE OFFER OPTION ELECTION AGREEMENT AND PROMISE TO GRANT REPLACEMENT OPTIONS (the "Option Election Agreement") SCHEDULE OF GRANTS Name (the "Offeree"): Reference Number: PLEASE SEE THE NEXT PAGE FOR FURTHER INFORMATION AND INSTRUCTIONS B |
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August 15, 2003 |
SPIRENT plc SPIRENT STOCK OPTION PLAN STOCK OPTION AGREEMENT QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(d)(ii) SPIRENT plc SPIRENT STOCK OPTION PLAN STOCK OPTION AGREEMENT Unless expressly provided herein, the terms defined in the Spirent Stock Option Plan (the "Plan") shall have the same defined meanings in this Stock Option Agreement (the "Option Agreement"). 1. NOTICE OF STOCK OPTION GRANT (the "Optionee") The undersign |
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August 15, 2003 |
QuickLinks - Click here to rapidly navigate through this document SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE TO (Rule 13e-4) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Spirent plc (Name of Subject Company (Issuer) and Filing Person (Offeror)) Options to Purchase Ordinary shares of 31/3 pence each (Title of Class of Securit |
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August 15, 2003 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(d)(i) Rules, as amended, of the Spirent Stock Option Plan As approved at an Extraordinary General Meeting of the Company held on July 9, 2003 SPIRENT PLC SPIRENT STOCK OPTION PLAN 1 Purposes and Scope of Plan Under this Spirent Stock Option Plan (the "Plan") of Spirent plc (the "Company") (registered in England and Wales |
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August 15, 2003 |
Exhibit 99.(a)(1)(xi) SPIRENT STOCK OPTION PLAN Option Exchange Program REMEMBER THE DEADLINE IS 5pm US Eastern Time Monday September 15, 2003 If you participate in the SSOP and have options with an exercise price of ?1.40 or above per share, you should have received an Option Exchange package by now. If you haven't received your package, please contact your local plan representative/HR dept. Plea |
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August 15, 2003 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(a)(1)(iii) SPIRENT STOCK OPTION PLAN ("SSOP")?OPTION EXCHANGE OFFER WITHDRAWAL FORM CANCELLATION OF AN INSTRUCTION TO EXCHANGE OPTIONS USE THIS FORM IF YOU WISH TO WITHDRAW OPTIONS THAT YOU HAVE PREVIOUSLY ELECTED TO EXCHANGE. PLEASE COMPLETE FORM IN BLOCK LETTERS 1. Participant's Details: Last Name: Employee's Social Se |
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August 15, 2003 |
Form of covering Email with instructions for Email election packages QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(a)(1)(iv) Form of covering Email with instructions for Email election packages From: Joanne Herberts, VP, Human Resources Spirent Communications To: [Spirent Email address of Eligible Employee] Date: August 15, 2003 Subject: SPIRENT STOCK OPTION PLAN (SSOP): OPTION EXCHANGE PROGRAM Dear Colleague, As you may know, Spiren |
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August 15, 2003 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.(a)(1)(vi) Spirent Stock Option Plan ("SSOP"): Option Exchange Program ("OEP") Communications Employee Presentation [Insert name of presenter here] [Spirent plc] Today's Agenda ? OEP Rationale ? Key features of the OEP ? Key dates and information ? "Frequently Asked Questions" ? Next steps 1 Today's Agenda OEP RATIONALE ? |
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August 6, 2003 |
Press Release UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15a-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August, 2003 SPIRENT plc (Translation of Registrant’s name into English) SPIRENT HOUSE, CRAWLEY BUSINESS QUARTER, FLEMING WAY, CRAWLEY, WEST SUSSEX RH10 9QL, UK (Address of principal executive offices) (Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. |
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June 30, 2003 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June, 2003 SPIRENT plc (Translation of registrant's name into English) Spirent House, Crawley Business Quarter, Fleming Way, Crawley, West Sussex RH10 9QL, UK (Address of principal executive of |
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June 17, 2003 |
3 SCHEDULE 1 CONDITIONS PRECEDENT DOCUMENTS EX-4.10 5 a2108571zex-410.htm EXHIBIT 4.10 Exhibit 4.10 THIS SUPPLEMENTAL AGREEMENT is dated 11th March, 2003 between: (1) SPIRENT plc (formerly known as BOWTHORPE plc) (Registered No. 470893) (the Company); (2) HSBC BANK PLC as agent (in this capacity the Agent). BACKGROUND (A) This Agreement is supplemental to and amends a credit agreement dated 14th June, 1999, as amended by a supplemental agre |
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June 17, 2003 |
SHARE SALE AND PURCHASE AGREEMENT dated as of 11 March, 2003 by and between QuickLinks - Click here to rapidly navigate through this document Exhibit 4.13 SHARE SALE AND PURCHASE AGREEMENT dated as of 11 March, 2003 by and between Spirent B.V., a limited company organized under the laws of the Netherlands, with registered offices at Blaak 16, 6th floor 3011 TA Rotterdam (hereinafter referred to as the "Seller") ?on the one hand? and Hohorst Familien Holding (Schweiz) Bete |
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June 17, 2003 |
EX-4.9 4 a2108571zex-49.htm EXHIBIT 4.9 QuickLinks - Click here to rapidly navigate through this document Exhibit 4.9 Execution Copy SPIRENT plc AMENDED AND RESTATED NOTE PURCHASE AGREEMENT Dated March 11, 2003 US$10,000,000 Amended and Restated Series A Senior Notes Due November 23, 2006 US$63,406,000 Amended and Restated Series B Senior Notes Due November 23, 2009 US$115,000,000 Amended and Rest |
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June 17, 2003 |
CERTIFICATION Pursuant to 18 United States Code ? 1350 QuickLinks - Click here to rapidly navigate through this document Exhibit 12.5 CERTIFICATION Pursuant to 18 United States Code ? 1350 The undersigned hereby certifies that to his knowledge the annual report for 2002 of Spirent plc (the "Company") filed with the Securities and Exchange Commission on the date hereof fully complies with the requirements of section 13(a) or 15(d) of the Securities Exc |
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June 17, 2003 |
SHARE SALE AND PURCHASE AGREEMENT QuickLinks - Click here to rapidly navigate through this document Exhibit 4.11 Translation of the notarised version 11 March 2003 Today appeared the following persons before me the undersigned Notary 1. Dr. Bj?rn-Axel Di?ars, lawyer (* 14 March 1967), with his offices at Warburgstrasse 50, 20354 Hamburg acting not on behalf of himself but pursuant to the power of attorney granted him, a certified |
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June 17, 2003 |
QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on June 17, 2003 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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June 17, 2003 |
CAW NETWORKS, INC. SERIES B PREFERRED STOCK PURCHASE AGREEMENT October 16, 2001 TABLE OF CONTENTS EX-4.8 3 a2108571zex-48.htm EXHIBIT 4.8 QuickLinks - Click here to rapidly navigate through this document Exhibit 4.8 CAW NETWORKS, INC. SERIES B PREFERRED STOCK PURCHASE AGREEMENT October 16, 2001 TABLE OF CONTENTS Page 1. AGREEMENT TO SELL AND PURCHASE 1 1.1 Authorization of Shares 1 1.2 Sale and Purchase 1 2. CLOSING, DELIVERY AND PAYMENT 1 2.1 Closing 1 2.2 Delivery 1 2.3 Subsequent Closings 2 |
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June 17, 2003 |
SHARE SALE AND PURCHASE AGREEMENT EX-4.14 9 a2108571zex-414.htm EXHIBIT 4.14 QuickLinks - Click here to rapidly navigate through this document Exhibit 4.14 Translation of notarised version 11 March 2003 Today appeared the following persons before me the undersigned Notary 1. Dr. Björn-Axel Dißars, lawyer (* 14 March 1967), with his offices at Warburgstrasse 50, 20354 Hamburg acting not on behalf of himself but pursuant to the powe |
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June 17, 2003 |
CERTIFICATION Pursuant to 18 United States Code ? 1350 QuickLinks - Click here to rapidly navigate through this document EXHIBIT 12.4 CERTIFICATION Pursuant to 18 United States Code § 1350 The undersigned hereby certifies that to his knowledge the annual report for 2002 of Spirent plc (the "Company") filed with the Securities and Exchange Commission on the date hereof fully complies with the requirements of section 13(a) or 15(d) of the Securities Exc |
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June 17, 2003 |
SHARE SALE AND PURCHASE AGREEMENT EX-4.12 7 a2108571zex-412.htm EXHIBIT 4.12 QuickLinks - Click here to rapidly navigate through this document Exhibit 4.12 Translation of notarised version 11 March 2003 Today appeared the following persons before me the undersigned Notary 1. Dr. Björn-Axel Dißars, lawyer (* 14 March 1967), with his offices at Warburgstrasse 50, 20354 Hamburg acting not on behalf of himself but pursuant to the powe |
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May 20, 2003 |
FORM 6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May, 2003 SPIRENT plc (Translation of registrant's name into English) Spirent House, Crawley Business Quarter, Fleming Way, Crawley, West Sussex RH10 9QL, UK (Address of principal execut |
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March 12, 2003 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March, 2003 SPIRENT plc (Translation of registrant's name into English) Spirent House, Crawley Business Quarter, Fleming Way, Crawley, West Sussex RH10 9QL, UK. (Address of principal executive |
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May 17, 2002 |
EX-4.11 3 a2074984zex-411.txt EXHIBIT 4.11 - AMENDED AND RESTATED STOCK PURCHASE AGREEMENT by and among SPIRENT PLC, SPIRENT B.V., SPIRENT INTERNATIONAL INC. and SPIRENT GMBH and GENERAL ELECTRIC COMPANY Dated as of September 10, 2001 - Amended and Restated Stock Purchase Agreement TABLE OF CONTENTS Page - 1. Sale and Purchase........................................................................ |
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May 17, 2002 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F 20-F 1 a2074984z20-f.htm 20-F Use these links to rapidly review the document Table of Contents ITEM 18. FINANCIAL STATEMENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F / / ANNUAL REPORT PURSUANT TO SECTION 12(b) or (g) OF THE SECURITIES EXCHANGE ACT OF 1934 or /X/ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fis |
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May 17, 2002 |
EXHIBIT 4.13 CONFORMED COPY DATED 6th March, 2002 SUPPLEMENTAL AGREEMENT BETWEEN SPIRENT plc (formerly known as BOWTHORPE plc) AND HSBC INVESTMENT BANK PLC as Agent relating to a L315,000,000 and U.S.$200,000,000 CREDIT AGREEMENT dated 14th June, 1999 (as amended by a supplemental agreement dated 15th July, 1999, a syndication agreement dated 16th August, 1999 and two further supplemental agreemen |
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May 17, 2002 |
EX-4.12 4 a2074984zex-412.txt EXHIBIT 4.12 EXHIBIT 4.12 STOCK AND ASSET PURCHASE AGREEMENT STOCK AND ASSET PURCHASE AGREEMENT (together with the Schedules and Appendices hereto, the "AGREEMENT"), dated as of February 19, 2002, by and among Curtiss-Wright Flight Systems, Inc., a Delaware corporation (together with its permitted assigns, the "PURCHASER"); and Spirent International Incorporated, a De |