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This presentation contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act
of 1995. Such
statements include, but are not limited to, statements about the timetable for completing the transaction,
the benefits of the business combination transaction involving Bookham and Avanex,
including potential synergies and
cost savings and the timing thereof,
future financial and operating results including Adjusted EBITDA in the first quarter
following the transaction, quarterly synergies, the combined company’s plans, cash
balances together, objectives,
expectations and intentions with respect to
future operations, products and services; and other statements identified by
words such as “potential,”
“expected,”
“plan,”
“estimate,”
“intend,”
“will,”
or words of similar meaning. Such forward-
looking statements are based upon the current beliefs and expectations of
Bookham’s
and Avanex’s
management and
are inherently subject to significant business, economic and competitive uncertainties
and contingencies, many of which
are difficult to predict and generally
beyond the control of Bookham and Avanex. Actual results may differ materially
from the results anticipated in these forward-looking statements. Factors that could
cause or contribute to such
differences include, but are not limited to,
general business and economic conditions; the performance of financial
markets; the impact of the filing for bankruptcy on Nortel’s ability to pay for
existing products and its demand for
products in the future; the lack of
availability of credit; continued demand for optical components; changes in inventory
and product mix, degradation in the exchange rate of the United States dollar relative
to the currencies of the U.K.,
China and Switzerland; the continued ability
of Bookham to maintain requisite financial resources;risks relating to the
consummation of the contemplated merger, including the risk that
required stockholder approval might not be obtained
in a timely manner or at all or that other closing conditions are not satisfied; the
failure to realize synergies and cost-
savings from the transaction or
delay in realization thereof; the businesses or employees of Bookham and Avanex
not
be combined and integrated successfully, or such combination may
take longer, be more difficult, time-consuming or
costly to accomplish than expected; and operating costs and business disruption
following the merger, including adverse
effects on employee retention and on
our business relationships with third parties. Additional factors that can cause the
results to materially differ than those described in the forward-looking statements
can be found in the most recent Form
10-Q, most recent Form 10-K and
other periodic reports filed by Bookham and Avanex, with the Securities and
Exchange Commission. Neither Bookham nor Avanex
assumes any obligation or intends to update any forward-looking
statements, whether as a result of new information, future events or otherwise.
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