EXHIBIT 99.1
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Newbridge Networks and Stanford Telecom Renegotiate Acquisition
Acquisition Secures Access to High Speed TDMA Technology For Newbridge LMDS
and MMDS Solutions; Strengthens Leadership in Explosive Broadband Wireless
Market
KANATA, Ontario and SUNNYVALE, California, November 10, 1999 -- Newbridge
Networks (NYSE: NN; TSE; NNC) today announced it has renegotiated the
definitive agreement to acquire Sunnyvale, California-based Stanford Telecom
(Nasdaq: STII), a lending supplier of key broadband wireless technology and
products.
The boards of directors of Newbridge Networks and Stanford
Telecommunications approved the renegotiated agreement and plan of merger today,
by which Newbridge will purchase all of the outstanding common stock of Stanford
Telecom. Under the agreement, Newbridge will pay Stanford Telecom stockholders
US$34.22 for each common stock of Stanford Telecom. Newbridge will be
withdrawing its registration statement and not issuing any additional shares.
Newbridge will pay for the acquisition from its existing cash balance.
The special meeting of Stanford Telecom shareholders scheduled for November
15, 1999 will be rescheduled for the second week of December 1999. The exact
date will be announced once the proxy statement is cleared by regulatory
authorities.
"Our acquisition of Stanford Telecom helps Newbridge to immediately address
the massive global market opportunity for broadband wireless," said Pearse
Flynn, president and chief operating officer, Newbridge Networks. "Newbridge and
Stanford have enjoyed a close relationship for the past two years. Stanford
Telecom's industry leading high speed TDMA technology is now integrated into the
comprehensive Newbridge broadband wireless solutions. This technology
contributes significantly to differentiating our solutions form the competition
and reinforces our lead in the broadband wireless market."
After proceeds from the divestiture of unrelated businesses, the
acquisition is expected to have a net cost to Newbridge of approximately US$240
million. The parties expect the transaction to close in December 1999, following
the approval of Stanford Telecom shareholders. The transaction will be accounted
for under the purchase method of accounting.
Newbridge retains the Wireless Broadband Products (WBP) and Satellite
Personal Communications (SPC) groups of Stanford Telecom. The Newbridge wireless
development team in Sunnyvale becomes part of a center of excellence for
broadband wireless technologies, including the development of multiple access
wireless modems, highly integrated subscriber units and custom ASICs.
Stanford Telecom designs, manufactures and markets advanced digital
communications products and systems to establish or enhance communications via
terrestrial wireless, satellites and cable. Stanford Telecom's technical
strengths include: system design, communication waveforms, modulation and
demodulation techniques, ASIC design, radio frequency (RF) antennas and
converters, software and firmware, asynchronous transfer mode design and
advanced manufacturing techniques and processes. Stanford Telecom was founded in
1973 and maintains headquarters in Sunnyvale, California. News and information
are available at www.stelhq.com.
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Newbridge Networks designs, manufactures, markets and services wide area
networking solutions for Internet service providers; local, long-distance, and
wireless communications companies; cable television carriers; and enterprise
customers in more than 100 countries. The Company leverages its relationship
with a growing family of Newbridge Affiliate companies and strategic alliances
with numerous other networking companies to deliver complete, end-to-end
solutions. Newbridge customers include the world's 350 largest
telecommunications service providers and more than 10,000 corporations,
government organizations and other institutions. Founded in 1986, the Company
employs more than 6,000 people on six continents. News and information are
available at www.newbridge.com.
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