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 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
Optical networking market segments CP: Customer Premise, POP Point of Presence, CO: Central Office MetroCore Enterprise MetroAccess Long Haul CP POP CP CO
Optical networking growth trends Source: RHK 1999 Global optical networking opportunity Growth in market segments from 2000 to 2004 (CAGR) Source: Pioneer 2000 (%)
FSP 2000 Broad product portfolio FSP 1000 Product pipeline FSP 3000 enhancements CP POP CP CO FSP 500 FSP-I FSP 500 Product portfolio DiskLink CELL-ACE central office customer premise FSP 3000 FSP-II CP: Customer Premise, POP Point of Presence, CO: Central Office
Solution benefits 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
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 End-user customers Source: ADVA Service providersEnterprises Fortune 1000, banks, automobile manufacturers, insurance agencies, industrial and high- tech companies
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 *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. Thousands of Euro, except earnings per share and number of employees Unaudited, according to U.S. GAAP
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.
ADVA employees worldwide Human resources ADVA employees worldwide 2000 total - 398
Investor relations ADVA stock price performance March February 2001 Feb. 5, Mar. 29, 1999 Euro ADVA 200-day average *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:
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 Intangible factors Adaptation and flexibility through growth phases 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
Program overview prior to IPO at the time of IPO after IPO Requirements/ goals Participants Existing shares Stock options Stock options/ option bonds/ convertible bonds 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
Program overview