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2016-12-19

Affiliates of Xura Enter into Agreements to Acquire Mitel Mobile and Ranzure Networks to Create a New Key Player in 5G Ready Mobile Network Solutions

Xura, Inc.
Press release

Affiliates of Xura Enter into Agreements to Acquire Mitel Mobile and Ranzure
Networks to Create a New Key Player in 5G Ready Mobile Network Solutions

Pardeep Kohli, Co-Founder and CEO of Ranzure Networks, Appointed CEO of Xura and
to Serve as CEO of the Combined Company

-- Establishes a pure play in fully-virtualized, 5G ready software solutions
across every layer of the mobile network infrastructure stack, helping
Communications Service Providers (“CSPs”) drive efficiencies, flexibility
and scalability as they adopt the cloud and virtualize their networks
-- New solution set enables customers to handle exponential traffic growth
from Internet of Things (“IoT”) and 5G applications
-- Krish Prabhu, former CTO of AT&T and former President of AT&T Labs,
to join the Board of Directors of the combined company
-- Combined company will be based in Dallas, Texas

WAKEFIELD, Mass., Dec. 19, 2016 (GLOBE NEWSWIRE) -- Xura, Inc. (“Xura”), a
leading provider of digital communications services, today announced that its
affiliates have entered into definitive agreements to acquire Mitel Mobility,
Inc. (“Mitel Mobile”), a division of Mitel Networks Corporation (“Mitel”)
(Nasdaq:MITL) (TSX:MNW), and Ranzure Networks, Inc. (“Ranzure”).

-- Mitel Mobile, formerly Mavenir Systems, is a leading provider of
Voice-over-Long-Term Evolution (“VoLTE”), Voice-over-WiFi (“VoWiFi”),
video, Rich Communication Services (“RCS”), messaging, radio access and
packet core solutions
-- Ranzure, founded by former Mavenir Systems CEO Pardeep Kohli, is an
early-stage venture focused on developing 5G Cloud Radio Access Network
(“RAN”) technology

The Xura Board of Directors has appointed Pardeep Kohli, formerly CEO of Mitel
Mobile’s predecessor (Mavenir Systems) and Co-Founder and CEO of Ranzure
Networks, to succeed Philippe Tartavull as CEO of Xura, effective today. Upon
completion of the transactions, Mr. Kohli will serve as the CEO of the combined
company. Mitel Mobile President, BG Kumar, will join Mr. Kohli’s management
team and former CTO of AT&T and former President of AT&T Labs, Krish Prabhu,
will join the Board of Directors of the combined company. The combined company
will operate from Dallas, Texas.

Hubert de Pesquidoux, the executive chairman of Xura and future executive
chairman of the combined company, commented:

“Xura has undergone a significant transformation over the past two years, and
in the last several months has successfully transitioned to private ownership
with the backing and support of Siris Capital, a financial sponsor with deep
experience and operational expertise in telecommunications. I would like to
acknowledge Philippe Tartavull for his significant contributions to the company
during this transformational period. Today’s announcement marks a new and
exciting chapter for Xura, and will accelerate and enhance the combined
company’s ability to grow and deliver value to its customers, partners and
employees.”

Well Positioned to Partner with Customers to Bring the Next Wave of Digital
Services to Market

The transaction enhances each standalone company’s ability to help CSPs bring
the latest monetizable services to market, while driving operating
efficiencies, increased service levels, and greater flexibility and scalability
as they adopt the cloud and virtualize their networks. The combined company is
positioned for long-term success in the digital communications ecosystem across
multiple dimensions:

-- Product Portfolio: The combination diversifies and bolsters each
predecessor company’s standalone product portfolio, delivering a
comprehensive 5G ready, fully-virtualized solution set across voicemail,
VoLTE, VoWiFi, video, RCS, messaging, security, radio access and packet
core
-- Innovation and 5G Focus: The combination leverages each company’s
significant investments to date in fully-virtualized and 5G ready
solutions, a combined team of over 2,000 talented people dedicated to
bringing 5G ready solutions to market, and a mutual focus on continued
innovation
-- Customers at the Core: The combined company will keep customers at the core
of its strategy with the vision to be the trusted partner of choice for
CSPs as their business needs evolve
-- Operational Excellence: The combined company will have scalable R&D
centers of excellence in the United States, Israel, Czech Republic, India
and China, enabling first-rate global support capabilities
-- Management Talent: The combination adds talented and experienced executives
to supplement the Xura team, complemented by a strong Board of Directors

Hubert de Pesquidoux commented:

“This is an exciting day for the three companies’ stakeholders. The combination
of Xura’s offerings in voicemail, messaging, monetization and security
solutions with Mitel Mobile’s offerings in next-generation voice, video, RCS,
network access and core solutions, alongside Ranzure’s 5G Cloud RAN technology,
will offer a comprehensive, best-in-class solution set to the combined
company’s global CSP customer base. Mitel Mobile and its heritage Mavenir brand
and technology are synonymous with world-class innovation and customer support,
and we are delighted to welcome Pardeep Kohli, who is uniquely positioned to
lead the combined company.”

Combined Company to Benefit from World-Class Management and Board-Level Support

Pardeep Kohli is a widely respected wireless veteran with over 20 years of
industry experience, primarily focused on driving innovation in the telecom
infrastructure space. He most recently served as the CEO of Ranzure, an
early-stage developer of 5G Cloud RAN technology, and was President and CEO of
Mavenir Systems from 2006 to 2015. During his time at Mavenir, Mr. Kohli grew
the business from zero to $175 million in annual revenue and led multiple
industry-first innovations, including the first at-scale deployments of
virtualization and software defined networking to mobile core networks.

Commenting on the announcement, newly appointed Xura CEO Pardeep Kohli said:

“I am honored and excited to lead Xura and the combined company during this
important and transformative time. Both Xura and Mitel Mobile have strong
legacies of market-leading innovation and commitment to customer success. Our
new company will offer a fully-virtualized, software-based solution set across
every layer of the mobile network infrastructure stack, including radio access,
packet core and 5G applications.

“We will be the only pure play solution provider with no vested interest in
maintaining and promoting proprietary solutions. We look forward to partnering
with our customers to achieve operational efficiencies as they prepare to
handle the exponential traffic growth that the industry’s IoT and 5G
applications will bring.”

Krish Prabhu, who will join the combined company’s Board of Directors upon
completion of the transactions, most recently served as the CTO of AT&T and
President of AT&T Labs from 2011 to 2016. He previously served as Interim CEO
and President of Tekelec, as CEO and President of Tellabs Inc., as a Venture
Partner of Morganthaler Venture Partners, and as COO of Alcatel Telecom. Mr.
Prabhu’s deep industry experience, thought leadership, and strong relationships
with mobile operators will serve the Board of Directors and management team
well.

Conditions to Closing and Advisors

The transactions are subject to customary closing conditions, including the
expiration or termination of the applicable waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act and other foreign antitrust
regulatory approvals, as necessary. Upon completion of the transactions, Mitel
Mobile and Ranzure will become wholly owned by affiliates of Xura. The
transactions are currently expected to close in the first quarter of 2017.

An affiliate of Xura has secured committed financing consisting of a
combination of equity and debt. The equity financing will be provided by
affiliates of Siris Capital Group, LLC (“Siris Capital”) and the debt financing
will be provided by a lender group led by Cerberus Business Finance, LLC.

Goldman Sachs & Co. is acting as financial advisor and Paul, Weiss, Rifkind,
Wharton & Garrison LLP is acting as legal advisor to Mitel in connection with
the transaction. Guggenheim Securities, LLC is acting as financial advisor and
Sidley Austin LLP is acting as legal advisor to Xura in connection with the
transactions.

About Xura

Xura, Inc. offers a portfolio of digital services solutions that enable global
communications across a variety of mobile devices and platforms. We help
communication service providers (CSPs) and enterprises navigate and monetize
the digital ecosystem to create innovative, new experiences through our
cloud-based offerings. Our solutions touch more than three billion people
through 350+ service providers and enterprises in 140+ countries. You can find
us at www.Xura.com.

About Mitel

A global provider of enterprise and mobile communications powering more than 2
billion business connections and 2 billion mobile subscribers every day, Mitel
(Nasdaq:MITL) (TSX:MNW) helps businesses and mobile carriers connect,
collaborate and provide innovative services to their customers. Our innovation
and communications experts serve more than 60 million business users in more
than 100 countries. For more information, go to www.mitel.com.

About Ranzure Networks

Founded by industry veterans with extensive experience in virtualized LTE core
networks and Radio Access technologies – Ranzure is focused on paving the way
for seamless superfast 5G networks. Ranzure Networks has licensed Mitel Mobile
technology in the area of Evolved Packet Core to support service providers as
they build 5G networks for the Internet of Things. Ranzure is based in
Richardson, Texas, with additional development centers in Ottawa, Canada and
Bengaluru, India. Visit www.ranzure.com for more information.

About Siris Capital

Siris Capital is a leading private equity firm focused on making control
investments in data, telecommunications, technology and technology-enabled
business service companies. Integral to Siris' investment approach is its
partnership with exceptional senior operating executives, or Executive
Partners, who work with Siris to identify, validate and operate investment
opportunities. Their significant involvement allows Siris to partner with
management to add value both operationally and strategically. To learn more,
visit us at www.siriscapital.com.

Forward Looking Statements

Some of the statements in this press release are forward-looking statements (or
forward-looking information) within the mea...

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