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May 06, 2010 at 06:06 AM EDT
Tekelec Announces Agreements to Acquire Camiant and Blueslice Networks
Accelerates Mobile Data Offerings With Essential Technologies to Capitalize on 3G and LTE Data Growth

MORRISVILLE, NC -- (Marketwire) -- 05/06/10 -- Tekelec (NASDAQ: TKLC), the session and mobile data management company, today announced agreements to acquire two companies enriching the broadband Internet experience: policy control leader Camiant and evolved subscriber data management (SDM) company Blueslice Networks. Tekelec also announced that the Blueslice Networks acquisition was completed on May 5. Tekelec will be the only player in the industry to uniquely blend and capture the synergies among session, policy, subscriber data management, network and business intelligence, and mobile messaging. With these acquisitions, Tekelec will help shape the definition of next-generation core networks as global service providers evolve to all-Internet protocol (IP) architectures such as long-term evolution (LTE) and IP multimedia subsystem (IMS).

Tekelec will provide a unique layer of intelligence that gives service providers new real-time abilities to manage their networks based on dynamic policy control, unified subscriber profiles, and market-leading session management, including network routing data.

These capabilities will enable service providers to deliver high-quality and differentiated broadband data services. For example, service providers will be able to lower network costs and generate new revenues through personalized services, applications and bandwidth optimization. In addition, network operations, marketing and customer service teams will be able to transition subscribers to next-generation networks, identify new service needs, improve the quality of service, and reduce churn.

Tekelec will discuss the acquisitions in its previously announced operating results conference call scheduled for today at 8 a.m. EDT. Tekelec will host a live webcast of its conference call; to access the webcast, visit Tekelec's website located at www.tekelec.com, enter the Investor Relations section and click on the webcast icon. A webcast replay will be available at approximately 11 a.m. EDT today, and for 90 days thereafter. A telephone replay of the call also will be available for one week after the live webcast by calling either 800.642.1687 or +1.706.645.9291 and entering the conference ID #67727325.

Key Facts

  • Mobile data traffic is forecasted to grow at almost five times the pace of mobile data revenue from 2009 to 2013 (Informa Telecoms & Media). In addition, annual traffic increases -- with a nearly 60% compound annual growth rate (CAGR) from 2009 to 2013 (Informa Telecoms & Media) -- will drive more complex LTE and IMS networks and new tiered subscriber usage and pricing models. These dynamics, combined with consumer protection regulatory requirements, require service providers to deploy more sophisticated policy controls and optimize network resources.
  • Camiant, the global mindshare leader in policy control, has 30 fixed and mobile broadband customers worldwide, including Verizon, Vodafone, Sprint, Comcast and Cox Communications. Recently, Camiant announced that Verizon Wireless selected the company's Multimedia Policy Engine (MPE) as the Policy and Charging Rules Function (PCRF) for Verizon Wireless' nationwide deployment of its 4G LTE network and IMS-based services over the existing 3G network. The privately held company headquartered in Marlborough, Mass. has more than 100 employees and was founded in 2003.
  • Camiant received the highest marks in seven of eight categories in Infonetics Research's independent survey of policy server decision-makers. Service providers familiar with the company rated it 30% to 40% higher than the nearest competitor on technology leadership, product roadmap and price-to-performance ratio.
  • Blueslice's evolved Subscriber Data Management solutions are deployed with 19 customers worldwide. The flexibility built into Blueslice's software allow it to address the needs of mobile service providers, voice over IP (VoIP) operators, fixed-mobile convergence (FMC) players and machine-to-machine (M2M) service providers, supporting consolidation and seamless sharing of subscriber information across 2G, 3G, IMS and LTE networks. The Montreal-based 50-person company was founded in 2001 and is privately held.
  • Under the terms of the Camiant merger agreement, Camiant has agreed to be acquired by Tekelec for cash consideration of approximately $130 million. The purchase price is subject to adjustment based on the amount of working capital assumed by Tekelec. The acquisition is anticipated to close within a week and is subject to customary closing conditions.
  • Under the terms of the Blueslice acquisition agreement, on May 5 Tekelec acquired Blueslice for total cash consideration of $35 million. Tekelec also agreed to pay a total of up to an additional $1.5 million in cash to certain Blueslice employees upon the achievement of certain integration milestones and to grant to certain Blueslice employees restricted stock units for shares having an aggregate grant date value of approximately $2 million. The restricted stock units will vest subject to the achievement of certain integration milestones.

Supporting Quotes

  • Shira Levine, directing analyst of next gen OSS and policy at Infonetics Research: "The combination of core network and SDM technology, advanced policy controls, and subscriber data analysis gives service providers unprecedented ability to build a truly subscriber-focused business. As mobile data usage and subscribers' quality expectations grow, these capabilities will be essential to proactively meet customers' needs, manage network resources and maintain high-quality service."
  • Frank Plastina, president and CEO of Tekelec: "Tekelec is now the only player in the industry with a portfolio solely focused on scaling the intelligence layer of all-IP networks. Camiant's and Blueslice's histories of innovation, market leadership, and software-centric business models enhance our ability to enable service providers to manage network complexity and enhance the user experience."
  • Susie Kim Riley, founder and chief technology officer (CTO) of Camiant: "Tekelec's global reach, core network experience and trusted relationships with Tier 1 service providers make an ideal partnership to extend the power of policy control and create the foundation of the intelligent multi-service network. Our shared vision of next-generation networks will give service providers unparalleled control plane solutions -- the key tools enabling them to maximize network assets and provide subscribers with innovative new services."
  • Stephan Ouaknine, president and CEO of Blueslice: "Subscriber data is the foundation of customer-driven services and competitive differentiation. Tekelec's existing session management solutions combined with our evolved subscriber data management platform provide strong, flexible, reliable and scalable subscriber repository solutions to support a variety of applications and a seamless evolution to LTE and IMS."

Tags / Keywords
Tekelec, Camiant, Blueslice, core network, mobile data, session management, policy control, subscriber data management, PCRF, SDM, LTE, IMS, NGN, HSS, HLR

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About Tekelec
Tekelec, the session and mobile data management company, enables billions of people and devices to surf, talk, and text. Our solutions allow service providers to dynamically manage network resources and services, while providing end users with a consistent and personalized customer experience. We handle the complexity of today's multi-generational and multi-vendor networks by enabling devices, protocols, services, and databases to securely and efficiently communicate with each other. Tekelec has more than 25 offices around the world serving more than 300 customers in more than 100 countries. For more information, please visit www.tekelec.com.

Forward-Looking Statements
Certain statements made in this press release, including, without limitation, statements regarding the expected completion of the Camiant acquisition and the expected benefits to the Company from the Camiant and Blueslice Networks acquisitions, are forward-looking, reflect the Company's current intent, belief or expectations and involve certain risks and uncertainties. The Company's actual future performance may differ materially from such expectations as a result of important risk factors, which include, in addition to those identified in the Company's 2009 Form 10-K, 2010 First Quarter Form 10-Q and its other filings with the Securities and Exchange Commission, our ability to integrate the products, employees, operations and intellectual property of Tekelec, Camiant and Blueslice Networks, our ability to retain existing and attract new customers for Tekelec, Camiant and Blueslice Networks, the extent to which the market for independent control plane equipment and functionality grows, our ability to retain the employees of acquired companies, the current or further detrimental changes in general economic, social, or political conditions in the countries in which we operate including the impact of credit availability and currency fluctuations on overall capital spending by our customers, our ability to integrate and gain the benefits we expect from the acquisition of Blueslice Networks and the planned acquisition of Camiant announced today and our ability to close the acquisition of Camiant on a timely basis, the timeliness and functional competitiveness of our product releases, the risk of infringing and litigating with others regarding their intellectual property rights, the extent to which any customer outsourcing to our competitors or supplier consolidation increases the influence of competitors on our customers' purchases, our ability to compete with other manufacturers that have lower cost bases than ours and/or are partially supported by foreign governments or employ other unfair trade practices, our ability to protect intellectual property rights, our ability to maintain OEM, partner, reseller, and vendor support and supply relationships, and changes in the market price of the Company's common stock. The Company undertakes no obligation to publicly update any forward-looking statements whether as a result of new information, future events or otherwise.

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Contacts:
Adam Parken
Public Relations Manager
(o) +1.919.653.9681
adam.parken@tekelec.com

Mike Gallentine
Director, Investor Relations
(o) +1.919.461.6825
Mike.Gallentine@tekelec.com

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