CIENA Announces Completion of Omnia Transaction; Omnia CEO Champa to Head New CIENA Access Systems Division.LINTHICUM, MD--(BUSINESS WIRE)--July 6, 1999-- CIENA Corporation Ciena Corporation NASDAQ: CIEN develops and markets communications network platforms and software, and offers professional services. The Company's broadband access, data and optical networking platforms, software tools, and global network services support worldwide telecom (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on : CIEN CIEN Ciena Corporation (stock symbol) ) announced it completed its acquisition of Omnia Communications, Inc. as of the close of business on Thursday, July 1, 1999. According to the agreement announced March 15, 1999, CIENA acquired all outstanding shares of Omnia in exchange for approximately 16 million shares of CIENA common stock. Based on the closing price of CIENA's common stock on Thursday, July 1, the transaction is valued at approximately $474 million. The transaction will be accounted for as a pooling of interests Pooling of Interests An accounting method, used in mergers and acquisitions, where the balance sheet items of the two companies are simply added together. Notes: The opposite of pooling of interests is the purchase acquisition method. and will qualify as a tax-free reorganization. CIENA expects to file shortly with the Securities and Exchange Commission, a Form 8-K Form 8-K The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock. Form 8-K See 8-K. restating the Company's historic results to reflect the addition of Omnia's business. CIENA's third quarter results, which it expects to report on August 19, 1999, will include 30 days of combined CIENA and Omnia results. "With the official close of the Omnia transaction we've completed the foundation for executing on the first phase of CIENA's revolutionary LightWorks vision," said Patrick Nettles net·tle n. 1. Any of numerous plants of the genus Urtica, having toothed leaves, unisexual apetalous flowers, and stinging hairs that cause skin irritation on contact. 2. Any of various hairy, stinging, or prickly plants. , president and chief executive officer of CIENA. "We believe CIENA is now uniquely positioned to offer carriers the choice of either a complete next-generation intelligent optical architecture - including transport, switching and service delivery - or the best-of-breed solution in each of these three critical networking areas." CIENA's LightWorks architecture changes the fundamental economics of service provider networks by dramatically reducing the number of network elements, thereby lowering carriers' capital expenses and network operating costs. CIENA's LightWorks Initiative was launched in mid-March with the Company's announced combination with both Lightera Networks (now CIENA's Core Switching Division) and Omnia. "The next network choke point In military strategy, a choke point (or chokepoint) is a geographical feature (such as a valley or defile) which forces an army to go into a narrower formation (greatly decreasing combat power) in order to pass through it. is already emerging in carriers' access networks," said Omnia's President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. , Michael Champa. "Omnia's AXR AXR Absolute Executive Recruitment (Sydney, NSW, Australia) AXR Abdominal X-Ray 500 multi-service distribution platform is a perfect complement to CIENA's optical transport and core switching products, enabling service providers to convert high capacity optical bandwidth into a wide range of value-added services for their customers." Already in beta trials with several customers with commercial availability expected in the third calendar quarter, Omnia's AXR 500 is a next generation multi-service transport platform that combines the functions of traditional transport equipment with advanced data networking. The AXR 500 utilizes packet and cell technology to enable service providers to deliver both legacy services and advanced high-speed data services to their customers over an integrated optical infrastructure. Omnia's organization, which will remain located in Marlborough, MA will become CIENA's Access Systems Division effective immediately. Michael Champa, Omnia's president and CEO will assume the role of Division President for the Access Systems Division, reporting to CIENA President and CEO, Patrick Nettles. NOTE TO INVESTORS Forward-looking statements in this release, including those referring to the intended design and impact of the Lightworks(TM) architecture, as well as those referring to the expected commercial availability of Omnia's AXR 500 multi-service transport platform in the third quarter of 1999, are based on information available to the Company as of the date hereof. The Company's actual results could differ materially from those stated or implied in such forward-looking statements, due to risks and uncertainties associated with the Company's business, which include the risk factors disclosed in the Company's Quarterly Report on Form 10-Q Form 10-Q See 10-Q. as filed with the Commission on May 21, 1999 and as updated in an S-3 registration filed with the Commission on June 18, 1999. About CIENA Additional information about CIENA and its Lightworks architecture can be found on its worldwide Website: http://www.ciena.com. Based in Linthicum, Maryland, CIENA Corporation is a market leader of open architecture, optical networking systems that form the core of telecommunications networks worldwide. CIENA's networking solutions include optical transport products that utilize bandwidth expanding dense wavelength division multiplexing See WDM. (DWDM (Dense WDM) The term given to wavelength division multiplexing (WDM) when significantly more channels were being added. Since WDM is increasingly more "dense" all the time, both terms are used synonymously. See WDM. DWDM - wavelength division multiplexing ) technology, optical core switching (CoreDirector) and multi-service delivery (AXR 500). Through its CIENA Services subsidiary, CIENA provides a range of engineering, furnishing and installation (EF&I) services for telecommunications service providers in the areas of transport, switching and wireless communications. |
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