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ADTRAN Acquires Nokia Siemens Networks’ Broadband Access Business in Bargain of the Year

| Dec 14, 2011 | Fixed Access Infrastructure
| Analyst: Erik Keith

Event Summary

December 12, 2011 -- ADTRAN announced its plans to acquire, through an asset sale and purchase agreement, the Nokia Siemens Networks fixed line Broadband Access business (BBA) as well as associated professional services and network management solutions. The acquisition includes the BBA intellectual properties, technologies, and the established customer base. Up to approximately 400 people, including engineering, R&D, sales, and professional services employees, are expected to transfer to ADTRAN globally.

Quick Take

Analytical Summary

• Current Perspective: Positive on ADTRAN’s announced acquisition of Nokia Siemens Networks’ Broadband Access business (“BBA”) as well as related services and solutions, because ADTRAN has explored its options for international expansion, and already made some notable investments in building its business outside of North America, but the company has garnered limited traction to date. However, with the acquisition of NSN’s fixed line business, ADTRAN gains “instant” presence within the well-established NSN customer and market footprint, primarily (but not exclusively) within the critically important European geography. This acquisition is also highly beneficial to NSN’s customer base, given the company’s recently-announced plans to focus exclusively on mobile broadband and services (and exit all other sectors; please see: NSN’s New Formula for Success: Redefinition of Core Strategy as Mobile Broadband and Services, November 23, 2011).

• Vendor Importance: Very high to ADTRAN, which needed to take advantage of the opportunity to acquire NSN’s fixed access assets and sizeable customer base, especially at such a bargain price, or face the prospect of a continuing uphill battle to establish itself outside of North America (or the option of acquiring a less-established vendor). With the NSN acquisition, ADTRAN has effectively bought its way into the top five DSL vendors globally, as NSN still ranks fourth or fifth in terms of DSL market share according to multiple industry sources (although, with low single-digit market share, well behind the top triumvirate of Alcatel-Lucent, Huawei, and ZTE). This deal is also very important for NSN, which after many years as a comprehensive, Tier 1 telecom equipment vendor, has chosen to focus acutely on the mobile access infrastructure market.

• Market Impact: High on the overall fixed access infrastructure market, because the ADTRAN acquisition of NSN’s fixed line business means the exit of a former Tier 1 vendor from this sector, and yet another example of vendor consolidation as a function of the fixed access market’s evolution and maturity. The demise and exit of NSN from this market is a case study on the effect of Huawei and ZTE’s entry into the global market; with their aggressive pricing and (more importantly) extremely competitive products, those two vendors accelerated the evolution of the market, catalyzing both attrition and consolidation of this sector (as well as the overall service provider infrastructure market). The good news, in this case, is that ADTRAN is well-poised to benefit from NSN’s exit strategy, at an extremely low-risk cost of entry.


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ADTRAN to Acquire Nokia Siemens Networks Fixed Line Broadband Access Business

Acquisition to Accelerate ADTRAN’s Global Growth Strategy

HUNTSVILLE, Ala. & ESPOO, Finland--ADTRAN®, Inc., (NASDAQ:ADTN), a leading provider of next-generation networking solutions, announced today that it plans to acquire, through an asset sale and purchase agreement, the Nokia Siemens Networks fixed line Broadband Access business (BBA), and associated professional services and network management solutions. The planned acquisition would include the Broadband Access intellectual properties, technologies and the established customer base. As part of this planned transaction, up to approximately 400 people, including engineering, R&D, sales and professional services employees, are expected to transfer to ADTRAN globally. The agreement also includes provisions which would allow ADTRAN solutions to be incorporated by Nokia Siemens Networks into its customer propositions, broadening ADTRAN’s business opportunities.

The planned transaction is expected to close by the end of April 2012 subject to the completion of a consultation process with certain employees and their representatives, finalization of transition services agreements and customary closing conditions. After close of the planned transaction ADTRAN expects the acquired business will be neutral to diluted earnings per share for the first full year and accretive thereafter.

“Nokia Siemens Networks’ long standing customer relationships, combined with ADTRAN’s long term focus and financial strength, make this a very favorable outcome for customers, employees and shareholders. With this planned acquisition, ADTRAN will combine its success with the strength of Nokia Siemens Networks’ Broadband Access business to deliver a full portfolio of solutions to meet customer needs on a global scale,” said ADTRAN CEO Tom Stanton. “Service providers around the world are seeing high bandwidth services as an integral component of their future opportunities. This strategic acquisition would position ADTRAN in key markets with an established customer base; complementary market-focused products; along with engineering, R&D, sales and professional services resources that will enable ADTRAN to take a significant step forward as one of the world’s leading communications solutions providers.”

“We believe that this planned divestment would provide our existing fixed broadband access customers with a continuous high-quality service from a company focused on their needs,” said Marc Rouanne, head of Mobile Broadband at Nokia Siemens Networks. “The planned sale is in line with our new strategy to increase our focus on the mobile broadband and services market.”

ADTRAN announced that a conference call will be held December 12, 2011 at 9:30 a.m. Central Time to discuss the planned transaction. This conference call will be web cast live through StreetEvents.com. To listen, simply visit the Investor Relations site at http://www.adtran.comor http://streetevents.com approximately 10 minutes prior to the start of the call and click on the conference call link provided.

An online replay of the conference call will be available for seven days at http://streetevents.com. In addition, an online replay of the conference call, as well as the text of this announcement, will be available on the Investor Relations site at http://www.adtran.com for at least 12 months following the call.