8-KAcquisitions & DispositionsExhibits & Filings

CIENA CORP 8-K Report, Acquisition Completed (Mar 5, 2008)

Filed March 5, 2008For Securities:CIEN

Summary

CIENA CORP (CIEN) announced the completion of its acquisition of World Wide Packets, Inc. on March 3, 2008. This strategic move integrates World Wide Packets, a provider of Carrier Ethernet network equipment, into Ciena's operations. The acquisition was executed through a merger where World Wide Packets now operates as a wholly owned subsidiary of Ciena. For its shareholders, World Wide Packets received approximately 2.5 million shares of Ciena common stock and $196.7 million in cash. A portion of this consideration, including $20.0 million in cash and 340,000 shares, has been placed in escrow for a year to cover potential indemnification obligations. Ciena also assumed World Wide Packets' outstanding options and $11.3 million in debt, in addition to covering transaction costs of $10.3 million. This acquisition is expected to enhance Ciena's product portfolio in carrier Ethernet services.

Key Highlights

  • 1Ciena Corporation has successfully acquired World Wide Packets, Inc. as of March 3, 2008.
  • 2The acquisition was structured as a merger, with World Wide Packets becoming a wholly owned subsidiary of Ciena.
  • 3Consideration paid to World Wide Packets' stockholders includes approximately 2.5 million shares of Ciena common stock and $196.7 million in cash.
  • 4$20.0 million in cash and 340,000 Ciena shares are held in escrow for one year as security for indemnification.
  • 5Ciena assumed outstanding World Wide Packets stock options and $11.3 million in debt.
  • 6World Wide Packets specializes in Carrier Ethernet-based services and network equipment.
  • 7Financial statements related to the acquisition will be filed within 71 days.

Frequently Asked Questions

Ciena acquired World Wide Packets, Inc., a privately held company that supplies communications network equipment enabling Carrier Ethernet-based services.

The total consideration included approximately 2.5 million shares of Ciena common stock and approximately $196.7 million in cash. Ciena also assumed $11.3 million in debt and paid approximately $10.3 million in transaction costs.

The escrow account, holding $20.0 million in cash and 340,000 Ciena shares, is to secure the indemnification obligations of World Wide Packets' stockholders for a period of one year.

Ciena stated that the required financial statements will be filed within seventy-one calendar days after the filing of this Current Report on Form 8-K, which was March 5, 2008.