Gray Cary Ware & Freidenrich Advises Ascend Communications in $822 Million Acquisition of Stratus Computer; Merger Seen as a Solution to Internet Congestion.PALO ALTO Palo Alto, city, California Palo Alto (păl`ō ăl`tō), city (1990 pop. 55,900), Santa Clara co., W Calif.; inc. 1894. Although primarily residential, Palo Alto has aerospace, electronics, and advanced research industries. , Calif.--(BUSINESS WIRE)--Aug. 10, 1998--Gray Cary Ware & Freidenrich LLP LLP - Lower Layer Protocol announced that it has served as counsel to Ascend Communications Inc. (Alameda, Calif.)(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 :ASND ASND A Streetcar Named Desire (play) ) in connection with the agreement to acquire Stratus Computer Inc. (Marlboro, Mass.)(NYSE NYSE See: New York Stock Exchange :SRA SrA abbr. senior airman ). The acquisition is valued at $882 million and will be carried out by means of a tax-free stock-for-stock exchange. Stratus is divided into four business units: a Telecom Carrier business unit which includes the SS7 switches (the intelligent management of a telephone network), OSS Oss (ôs), city (1994 pop. 62,141), North Brabant prov., S Netherlands; chartered 1399. It is a significant industrial center. Manufactures include meat products, chemicals, pharmaceuticals, electrical equipment, and metalware. software (Operations Systems Software) and fault-tolerant platform; an Enterprise Computer business unit; and two business units comprised of Financial and Enterprise Software (TCAM (TeleCommunications Access Method) IBM communications software widely used to transfer data between mainframes and 3270 terminals. See access method. and S2). Ascend said these non-telecom businesses will be set up as separate subsidiaries which Ascend will divest before the end of 1998. With the acquisition of Stratus' SS7 switches, OSS software and fault-tolerant platform, Ascend will be able to immediately offer products to network service providers and carriers which will allow for the integration of voice and data networks. This will enable network service providers to offload data and traffic from traditional voice switches, realize new revenue generating services, and reduce the operating costs for their network. Partners Tom Furlong and Rod J. Howard led the Gray Cary Ware & Freidenrich team for Ascend Communications, supported by associates Pamela Burke, William Choe, Melanie Erasmus, Gil Gallardo, Jon Perry and Nicole Quilici, partners Larry Cogan, Marvin Meisel, David Plewa, Jay Spitzen, and summer associate Kristina Planes. The Gray Cary team worked closely with Frances M. Jewels, Ascend's general counsel. Stratus was represented in the transaction by Skadden Arps Slate Meagher & Flom. "We are pleased to be part of a merger on the cutting edge of telecommunications representing the convergence of voice and data networks," stated Rod Howard. Gray Cary's Corporate and Securities Group is comprised of over 70 attorneys with a specialized team of more than 30 who devote a significant portion of their practice to merger and acquisition activity. Since Jan. 1, 1998, Gray Cary has advised on more than 25 merger and acquisition transactions totaling over $13 billion. Gray Cary Ware & Freidenrich LLP is a law firm specializing in the representation of emerging growth and high technology companies, with nearly 300 attorneys practicing firm-wide in Palo Alto, San Diego, San Francisco and Austin. Clients include public and private companies, at all stages of growth from start-ups to Fortune 500 corporations.
CONTACT: Gray Cary Ware & Freidenrich LLP
Tom Furlong, 650/833-2359
Sheila Salter, 619/699-3551
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