GENBAND Acquires Nortel's Carrier VoIP and Application Solutions Business

On May 28, 2010, GENBAND, Inc. acquired Nortel Networks Limited's Carrier VoIP and Application Solutions (CVAS) business for a purchase price of US$282 million, less balance sheet and other adjustments of approximately US$100 million for a net purchase price of approximately US$182 million, which is subject to post-close working capital adjustments. The total cost of ownership for GENBAND of the CVAS business is estimated to be in excess of US$400 million.

GENBAND teamed with one of its existing shareholders, One Equity Partners (OEP), to purchase the Nortel assets. Established in 2001, OEP manages $8 billion of investments and commitments for JPMorgan Chase & Co. in direct private equity transactions.

GENBAND is a leading developer of next-generation IP infrastructure solutions headquartered in Plano, Texas.

GENBAND was represented in the US by Latham & Watkins LLP led by David Allinson, and Baker Botts L.L.P. led by Don McDermett, Jr. and Curt Anderson; and in Canada by Stikeman Elliott LLP led by Ron Ferguson and including Gordon Cameron, Resham Ramchandani and Marc-André Wolfe (corporate/M&A); Sean Dunphy (bankruptcy); Shawn Neylan (regulatory); Lorna Cuthbert (employment); Andrea Boctor (labour and benefits); James Klein (real estate); Justine Whitehead, Alexandra Stockwell and Kim Alexander-Cook (intellectual property); and Marie-Andrée Beaudry and Josée Massicotte (tax).

Ogilvy Renault LLP acted as Canadian counsel to Nortel with a team that comprised Michael Lang (securities and M&A); Derrick Tay, Jennifer Stam and Ian Ness (insolvency); Eric Reither, Jeremy Grushcow and Brad Newman (corporate/M&A); Brian Gray (intellectual property); Martin Rochette (pensions & benefits); John Naccarato (real estate); Richard Wagner and Kevin Ackhurst (competition and Investment Canada); Anne Gallop (employment & labour); and Adrienne Oliver and Barry Segal (tax). Cleary Gottlieb Steen & Hamilton LLP acted for Nortel in the US. The Cleary Gottlieb team comprised James Bromley, Lisa Schweitzer, Sanjeet Malik, James Croft, Megan Fleming-Delacruz, Alan Feld, Joseph Lanzkron, Tamara Britt and Rebecca Weinstein (bankruptcy); Laurent Alpert, Victor Lewkow, John McGill, Casey Davison, Evan Schwartz and Amy Mikolajczyk (M&A); Craig Brod (securities and bankruptcy matters); Kathleen Emberger, Leah LaPorte and Stephanie Sun Hinderks (ERISA); Daniel Ilan, Mario Mendolaro, Carissa Alden and Antonia Carew-Watts (intellectual property); Margaret Sheer and Heather Johnson (antitrust matters); Kimberly Brown Blacklow, Jaime Phillip and Linda Thong (real estate); Sandra Flow, Flora Faby, Joshua Kalish and Anthony Randazzo (contract matters); John Konstant and Soo-Yeun Lim (transition services issues); and Jason Factor, Corey Goodman and Boris Khentov (tax).

Nortel's monitor in the CCAA proceeding, Ernst & Young Inc., was represented by Goodmans LLP with a team that included Jay Carfagnini, Joseph Pasquariello and Chris Armstrong (insolvency).