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ADVA AG Optical Networking 2001 Extraordinary Shareholders Meeting. Brian L. Protiva, Chief Strategy Officer Andreas G. Rutsch, Chief Financial Officer February 8, 2001, Meiningen. Company overview. ADVA’s positioning in the market space
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ADVA AG Optical Networking2001 Extraordinary Shareholders Meeting Brian L. Protiva, Chief Strategy Officer Andreas G. Rutsch, Chief Financial Officer February 8, 2001, Meiningen
Company overview • ADVA’s positioning in the market space • Leading global provider of metro area and enterprise optical networking solutions • Leveraging core technology to address exploding market for metro • Aggressive organic growth and acquisition strategy • Clearly differentiated from competitors • Technological expertise • Broad product portfolio for enterprise and metro networks • Blue-chip OEM partners and direct sales force • State-of-art manufacturing capabilities • Experienced management team
Long Haul Metro Core Metro Access CP Enterprise CP CP CP CP CP CO CO CO CO POP POP POP POP Optical networking market segments CP: Customer Premise, POP Point of Presence, CO: Central Office
Optical networking growth trends Global optical networking opportunity Growth in market segments from 2000 to 2004 (CAGR) (%) Source: RHK 1999 Source: Pioneer 2000
FSP 1000 • FSP 2000 FSP 500 FSP-II CP FSP-I CP CP DiskLink CP CP CO CP CO CO CO POP POP POP POP CELL-ACE Broad product portfolio Product portfolio Product pipeline FSP 3000 enhancements central office • FSP 3000 FSP 500 customer premise CP: Customer Premise, POP Point of Presence, CO: Central Office
Enterprises enable storage networking across the MAN and WAN scale Gigabit and ATM applications in the MAN extend broadcast video over the WAN low total-cost-of-ownership reduce expenditures on dark fiber infrastructure Service providers create new revenues with managed high-speed LAN services to address high-growth opportunities expand metro network services to the WAN scale metro core network capacity cost-effectively reduce expenditures on dark fiber infrastructure for enterprise services Solution benefits
Company strategy • Maintain and expand technology leadership in enterprise segment • Leverage enterprise expertise to address metro market demand • Facilitate growth through strategic relationships and acquisitions • Expand sales and distribution channels • Leverage expertise in manufacturing of optical networking systems
Expanding customer base Enterprises Service providers End-user customers • Fortune 1000, banks, automobile manufacturers, insurance agencies, industrial and high-tech companies Source: ADVA
Sales strategy OEM partners VARS and distribution partners Direct • Increasing direct ADVA sales force • Key enterprise and service provider customers • Business development team provides network consulting and RFQs/RFPs
Financial highlights Thousands of Euro, except earnings per share and number of employees Unaudited, according to U.S. GAAP *Pro forma consolidated financial results are calculated excluding purchased in-process R&D, amortization of goodwill and depreciation of purchased intangible assets resulting from acquisitions, as well as non-cash charges related to the stock option program.
2000 operational highlights • OEM agreements with Cisco and Siemens • 3-year contracts with Verizon, British Telecom, Swisscom and Torch Telecom • Strategic marketing relationships with Brocade, Compaq and EMC • Establishment of presence in Tokyo, China, Mexico and Chile • 2000 Market Engineering Product Line Strategy Award from Frost & Sullivan • Completion of R&D and production facility • Aggressive acquisition and investment strategy • SAN Ltd. • Cellware Broadband GmbH • First Fibre Ltd. • Siemens Norway Telecom R&D Team • OptXCon Inc.
Human resources ADVA employees worldwide 1997 - 2000 ADVA employees worldwide 2000 total - 398
Euro 150 200-day average 100 ADVA 50 Mar. 29, 1999 Feb. 5, 2001 Investor relations ADVA stock price performance March 1999 - February 2001 *adjusted for capital increase (effective 1:5 stock split)
Investor relations • ADVA stock price performance vs. Neuer Markt peers during 2000 • ADVA stock price performance vs. optical networking peers during 2000 Source: www.neuer-markt.de Source: www.nasdaq.com
Overview of agenda items • TOP 1: Stock option program 2001 • TOP 2: Stock option program UK • TOP 3: Employee option bond program 2001 • TOP 4: Supervisory Board convertible bonds 2001 • TOP 5: Amendment of Articles of Association • TOP 6: Convertible and option bonds
Employee participation Close integration with rise in company valuation • recruitment of top-quality talent • involvement in opportunities and risks • retaining through financial incentives • minimization of cash outflow for personnel expenses • open, dynamic company culture • transparent, regular flow of information • decentralized, flat organizational hierarchy • consideration of employee structure and hierarchy • further development/adjustment to actual company development • orientation to international expectations • supplementation of fixed and variable compensation packages Intangible factors Adaptation and flexibility through growth phases
Program overview prior to IPO at the time of IPO after IPO Requirements/ goals • Recruiting top-quality leadership expertise • Retaining liquidity • Management • Recruiting technical and management expertise • Motivating/ incentivizing employees • All employees • Recruiting technical and management expertise • Motivating/ incentivizing employees • Acquisitions • Management/ leadership • Employees • Supervisory Board members Participants Existing shares Stock options Stock options/ option bonds/ convertible bonds