One Equity Backs Genband on Nortel Asset Purchase

Genband, a Plano, Texas-based provider of IP infrastructure solutions, has agreed to buy most of the assets of Nortel Networks’ carrier VoIP and applications solutions businesses, for approximately $282 million. Genband is being backed on the deal by existing shareholder One Equity Partners.

PRESS RELEASE

GENBAND, Inc., a leading developer of next-generation IP infrastructure solutions, today announced that it has entered into an agreement with Nortel to acquire substantially all of the assets of its Carrier VoIP and Application Solutions Business (CVAS) globally, for a purchase price of $282 million and a total cost of ownership in excess of $400 million. The proposed transaction combines GENBAND’s next-generation access, trunking, session and security gateway technology and Nortel’s widely used softswitch and application technology, offering global service providers a comprehensive VoIP portfolio. GENBAND’s vision behind the acquisition will be to institute open standards, open interfaces, promote interoperability and continue to build on its global OEM business partner relationships.

GENBAND has teamed with one of its existing shareholders, One Equity Partners (OEP), to purchase the Nortel assets. Established in 2001, OEP manages $8 billion of investments and commitments for JPMorgan Chase & Co. in direct private equity transactions.

“From a customer and partner standpoint, we believe our vision behind this acquisition is aligned with the industry’s desired evolution path to IP,” said Charles D. Vogt, Chief Executive Officer of GENBAND. “This transaction, although potentially subject to a competitive bidding process, represents an opportunity to fuel affordable network migration to cutting-edge VoIP technology. As a leader in next generation VoIP solutions today, our aim will be to empower service providers and their partners to access a range of leading VoIP solutions to interoperate with Nortel’s installed base, without having to replace existing infrastructure and investment.

“In addition to our complementary product portfolios and customer bases, we enjoy common locations such as Texas, India and China; and, should we succeed in the auction process, we will expand our operational footprint in Canada and North Carolina. We expect to make employment offers to a significant majority of Nortel CVAS employees.”

GENBAND will continue its commitment to OEM partnering activity and anticipates it will expand product, service and support relationships following the proposed Nortel CVAS transaction.

This transaction, which encompasses substantially all of the assets of Nortel’s North American, Caribbean and Latin American (CALA) and Asian CVAS business, as well as substantially all of the assets of the European, Middle Eastern and African (EMEA) portion of its CVAS business, is subject to a competitive bidding process and requires the approval of Canadian and U.S. Courts. In addition, consummation of the transaction is subject to the satisfaction of regulatory and other conditions and the receipt of various approvals, including governmental clearances in Canada and the United States and the approval of the court in Israel. The agreements are also subject to purchase price adjustments under certain circumstances.

About GENBAND

GENBAND is a global leader and innovator of next generation IP media, session border and fixed mobile convergence security solutions deployed in over two-thirds of the world’s 100 largest service providers. These high-performance gateway solutions are at the core of fixed and mobile networks around the world – evolving, securing and enhancing communications networks. Headquartered in Plano, Texas, GENBAND has Centers of Excellence around the world and serves customers and partners in more than 80 countries. Additional information is available at www.genband.com.