Keysight Clears US Antitrust Hurdle for Spirent Acquisition with Expanded Divestiture

A Major Step Forward for Keysight-Spirent Deal

Well, well, well – it looks like Keysight Technologies has successfully navigated one of the trickiest regulatory rapids in its acquisition of Spirent Communications. In a fresh RNS update, the US-based tech firm confirmed it’s cleared the US antitrust hurdle by agreeing to an expanded divestiture package. This isn’t just procedural shuffling; it’s a calculated move that inches this £1.2 billion deal closer to the finish line.

What Exactly Unblocked the US Roadblock?

Keysight and Spirent have struck a formal consent decree with the US Department of Justice (DOJ). The remedy? Divesting three specific Spirent business lines:

• High-speed ethernet
• Network security
• Channel emulation

Notably, that last one – channel emulation – is a new addition to the divestiture scope since Keysight’s initial announcement back in March. The buyer? VIAVI Solutions (Nasdaq: VIAV), or another DOJ-approved suitor. This surgical carve-out resolves competition concerns, effectively removing the DOJ as a blocker.

Why the Expanded Divestiture Matters

This isn’t just box-ticking. The DOJ’s demand for additional concessions (specifically adding channel emulation to the fire sale) signals how seriously regulators viewed potential market concentration. By expanding the divestiture, Keysight demonstrates flexibility – and a burning desire to get this deal done. The amended agreement with VIAVI underscores Keysight’s pragmatic approach: shed some assets to secure the bigger prize.

Timeline Implications: Eyes on China and the Clock

With the US hurdle cleared, focus shifts squarely to China. Keysight explicitly states it’s working “quickly and constructively” with Beijing’s State Administration for Market Regulation (SAMR). The target timeline remains unchanged:

• Acquisition expected to complete in Keysight’s Q3 FY2025 (quarter ending 31 July 2025)
• Divestiture to VIAVI likely closes shortly after the main acquisition

One lingering dependency? The divestiture itself still needs regulatory nods and hinges on the Keysight-Spirent deal closing first. It’s a classic regulatory dance.

Strategic Ripples in the Test & Measurement Pool

Let’s cut through the legalese: this development is significant. Keysight isn’t just buying Spirent – it’s strategically reshaping the competitive landscape. The forced divestiture:

• Strengthens VIAVI (or another buyer) with high-value Spirent assets
• Streamlines Keysight’s post-acquisition portfolio, focusing integration efforts
• Signals confidence in securing Chinese approval – they wouldn’t amend the VIAVI deal otherwise

For investors? It de-risks the transaction considerably. The DOJ was the biggest known obstacle, and Keysight tackled it with decisive, albeit costly, action.

The Final Straight: What’s Next?

Keysight and Spirent are now in the home stretch, but it’s not quite celebration time. SAMR’s approval in China is the final major gate. Given Keysight’s “constructive” tone and the precedent set by the US resolution, the odds look favourable. Once China greenlights the deal, expect swift closure – and a reshuffled hierarchy in network testing and emulation.

Spirent shareholders should feel cautiously optimistic. That cash exit is now materially closer. And for Keysight? Swallowing a larger divestiture pill is a small price for securing a transformative acquisition. Onwards to Beijing.

Source: RNS announcement 1122L (3 June 2025) & Keysight/Spirent deal microsites. Always do your own digging.