Avaya Inc. Announces Favorable ISS and Glass Lewis Recommendations for Special Stockholder Vote on Proposed Acquisition
BASKING RIDGE, N.J., Sept. 17 /-- Avaya Inc., (NYSE:AV) a leading global provider of business communications applications, software and services, today announced that Institutional Shareholder Services (ISS) and Glass Lewis & Co., both independent proxy advisory firms, have recommended that Avaya stockholders vote "FOR" the proposed merger agreement providing for the acquisition of Avaya by Sierra Holdings Corp., a company formed by two private equity firms, Silver Lake Partners and TPG Capital.
As previously announced, Avaya will hold a special meeting of stockholders on September 28, 2007. At this meeting, stockholders will be asked to consider and vote upon a proposal to adopt the merger agreement providing for the acquisition of Avaya by Sierra Holdings Corp., thereby approving the merger of a subsidiary of Sierra Holdings Corp. with and into Avaya. The Avaya Inc. Board of Directors has approved the merger agreement and recommends its approval by Avaya Inc. stockholders. Sierra Holdings Corp. was formed by Silver Lake Partners III, L.P. and TPG Partners V, L.P. solely for the purpose of entering into the merger agreement and consummating the merger.
If the merger agreement is adopted and other conditions to the closing of the transaction are satisfied, Avaya Inc. will become a wholly owned subsidiary of Sierra Holdings Corp. and stockholders will be entitled to receive $17.50 in cash, without interest, for each share of Avaya Inc. common stock they own.
Subject to the satisfaction of certain conditions, including stockholder approval, Avaya Inc. expects the transaction to close in the fourth calendar quarter of 2007.
ABOUT AVAYA
Avaya delivers Intelligent Communications solutions that help companies transform their businesses to achieve marketplace advantage. More than 1 million businesses worldwide, including more than 90 percent of the FORTUNE 500 ®, use Avaya solutions for IP Telephony, Unified Communications, Contact Centers and Communications Enabled Business Processes. Avaya Global Services provides comprehensive service and support for companies, small to large. For more information visit the Avaya Web site: http://www.avaya.com/.
FCMN Contact: lynnnewman@avaya.com
Source: Avaya Inc.
CONTACT: Lynn Newman, +1-908-953-8692 (office), +1-908-672-1321 mobile, lynnnewman@avaya.com, or Investors, Matthew Booher, +1-908-953-7500, mbooher@avaya.com, both of Avaya Inc.
Web site: http://www.avaya.com/
http://investors.avaya.com/
