ANNUAL REPORT 2009 CAPITALIZING ON NEXT-GENERATION NETWORKS

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1 ANNUAL REPORT 2009 CAPITALIZING ON NEXT-GENERATION NETWORKS

2 PROFILE MISSION WELCOME ADVA Optical Networking is a global provider of intelligent telecommunications infrastructure solutions. With software-automated Optical+Ethernet transmission technology, the Company builds the foundation for high-speed, next-generation networks. ADVA Optical Networking is enabling next-generation networks. The Company s mission is to be the trusted partner for innovative Optical+Ethernet transport solutions that ADVANCE next-generation networks for data, storage, voice and video services. The Company s FSP product family adds scalability and intelligence to customers networks while removing complexity and cost. With a flexible and fast-moving organization, ADVA Optical Networking forges close partnerships with its customers to meet growing demand for data, storage, voice and video services. Thanks to reliable performance for more than 15 years, the Company has become a trusted partner for more than 250 carriers and 10,000 enterprises across the globe.

3 ADVANTAGES WELCOME Focus on a growth market segment Speed for customers ADVA Optical Networking focuses on a growth market segment in the telecom space: Optical+Ethernet transport. This market segment is driven by the shift from legacy purpose-built networks to next-generation multi-purpose networks, where Optical+Ethernet technology provides the underlying foundation. ADVA Optical Networking has a strong track record of being first to market with new functionality that adds value for customers. A responsive team serves customers around the globe, with 72% of ADVA Optical Networking s 2009 revenues generated in EMEA, 23% in the Americas and 5% in Asia-Pacific. SUPERVISORY CORPORATE GOVERNANCE Growth in this segment is expected to be 15% per year between 2009 and 2012, 1 despite the currently weak macro environment. ADVA Optical Networking s Optical+Ethernet solutions have been deployed by more than 250 carriers and 10,000 enterprises. STOCK Optical+Ethernet innovation ADVA Optical Networking s industry-leading engineering force is exclusively focused on Optical+Ethernet innovation, outperforming the engineering departments of other vendors in this space. Focus on innovation drives market success and has made ADVA Optical Networking the #1 player worldwide for Ethernet access solutions 2 and the #3 player in Europe and #4 worldwide in the metro optical market. 3 1 Source: Industry analysts Dell Oro Group, Heavy Reading, Infonetics Research, Ovum RHK and ADVA Optical Networking internal estimates, November Source: Infonetics Research, May 2009, based on 2008 total revenues for Ethernet access devices. 3 Source: Infonetics Reseach, December 2009, based on Q total revenues for metro optical transport equipment. Trusted partner ADVA Optical Networking s unique combination of innovation and speed has allowed the Company to build close partnerships with customers, resulting in high repeat purchasing rates and strong cross-selling opportunities for its Optical+Ethernet solutions. As the trusted partner for more than 15 years, ADVA Optical Networking provides high-quality solutions with lowest cost of ownership and best user experience. The Company s experienced management team has multi-year senior management background in blue-chip telecommunications equipment companies, making it a dependable partner when it comes to building long-term business relationships. INVESTOR RELATIONS BUSINESS OVERVIEW REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 3

4 CONTENTS WELCOME 2 Profile 2 Mission 2 ADVAntages financial highlights business highlights 7 10 Members and their backgrounds 11 Letter to shareholders 14 BUSINESS OVERVIEW 37 Mission 38 Technology 38 Market and growth drivers 39 Products 43 Sales regions and customers 46 Sales and marketing 48 Operations 50 Product engineering 51 Quality management 53 SUPERVISORY 18 Members 19 Report to shareholders 20 CORPORATE GOVERNANCE REPORT 24 THE ADVA OPTICAL NETWORKING STOCK 29 INVESTOR RELATIONS REVIEW AND FINANCIAL CALENDAR 33 IFRS GROUP REPORT 55 Forward-looking statements 56 General economic and market conditions 56 Business development and operational performance 58 Net assets and financial position 63 Share capital and shareholder structure 69 Restriction of voting rights and share transfers 70 Appointment and dismissal of Management Board members 70 Changes to articles of association 70 Issuance and buy-back of shares 70 Takeover bid-driven change of control provisions 71 Employees and social responsibility 72 Declaration on corporate governance 74 4

5 Remuneration of Management and Supervisory Boards 75 Environmental responsibility 76 Risk report 77 Events after the balance sheet date 84 Outlook 85 ADVAntages at work: IFRS CONSOLIDATED FINANCIAL STATEMENTS 89 Consolidated statement of financial position 90 Consolidated income statement 91 Consolidated statement of comprehensive income 92 Consolidated cash flow statement 93 Consolidated statement of changes in stockholders equity 94 Notes to the consolidated financial statements 95 Affirmative declaration of the Management Board 155 Independent auditor s opinion 156 ADDITIONAL INFORMATION 158 Quarterly overview Multi-year overview Glossary 161 Corporate information 168 INNOVATION Driving new ideas in an industry that is continually evolving. Turn to pages 18, 24 and 28 to read more about ADVA Optical Networking s innovative network solutions. SPEED FOR CUSTOMERS Ensuring your data is where you need it, when you need it. Read more about ADVA Optical Networking s commitment to its customers needs on pages 32 and 36. TRUSTED PARTNER Fostering relationships that help building the network of the future. Turn to pages 54, 88 and 158 to discover how ADVA Optical Networking is working with its customers and partners to enable sustainable growth. 5

6 2009 FINANCIAL HIGHLIGHTS 2009 BUSINESS HIGHLIGHTS 2009 FINANCIAL HIGHLIGHTS (in millions of EUR) Revenues Pro forma operating income (IFRS) * Cash and cash equivalents (as of December 31) 11.9 ** ** ** ** * Pro forma operating income is calculated prior to non-cash charges related to the stock compensation programs and amortization and impairment of goodwill and acquisition-related intangible assets. ** Numbers exclude one-off non-cash charges (2007) and restructuring charges (2008). 6

7 2009 BUSINESS HIGHLIGHTS Revenue and profitability growth, increased financial strength. Ongoing innovation leadership. Significant increase of direct relationship with customers and trusted partnerships with a broad and global range of carrier and enterprise customers. During 2009, ADVA Optical Networking made the following key announcements: Customer achievements Carrier Ethernet access Q3: Deployment of the FSP 150 platform, featuring Etherjack technology, at British Telecom s UK-based access network arm, Openreach, throughout the carrier s national Ethernet-Access Direct services. Openreach s customers are able to perform last-mile test and diagnostics with so far unparalleled flexibility, control and management. The deployment provides Openreach s customers with a greater understanding of their Openreach-supplied network infrastructure and performance than ever before. Q4: Deployment of the FSP 150CC-825 and the FSP 150CC- 925 Ethernet demarcation devices at US Signal, a telecommunications infrastructure provider in the Midwest of the U.S. The platforms are installed at centralized network sites and customer locations, improving network monitoring and testing capabilities and safeguarding US Signal s customers against potential disruptions. Carrier infrastructure Q1: Interconnection of distribution networks and centralization of transport platforms at VOO, a Belgian cable operator, with the implementation of a new Optical+Ethernet solution, supported by system integrator Arcadiz Telecom. Q1: Implementation of a new 10Gbit/s Coarse / Dense Wavelength Division Multiplexing (C/DWDM) network at Ziggo, a Dutch cable operator, supported by system integrator Arcadiz Telecom. The deployment delivers reliable, scalable bandwidth for Ziggo s growing Internet services business. Q2: Deployment of the FSP 3000 platform at P&TLuxembourg for offering competitive storage services to enterprise customers. Q2: Upgrade of Idaho, USA-based Syringa Networks eastern ring built on the FSP 3000 platform. The upgrade boosts bandwidth and trims costs, enabling enhanced services for the telecom provider s clients in southern Idaho. Q3: Deployment of the FSP 3000 platform at Belgacom International Carrier Services (ICS), one of the world s largest wholesale carriers and a world leader in data transit services. The platform enables Belgacom ICS to offer competitive 1Gbit/s and 10Gbit/s Ethernet and wholesale STM-1 / 4 / 16 / 64 wavelength services to its customers, delivering flexibility and reliability needed to provide highcapacity services to demanding carrier and enterprise customers. Q4: Deployment of the FSP 3000 platform at French carrier Covage, throughout numerous metropolitan regions in France. The system enables Covage to deliver flexible, scalable storage area networking and Ethernet business services. WELCOME SUPERVISORY CORPORATE GOVERNANCE STOCK INVESTOR RELATIONS BUSINESS OVERVIEW REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 7

8 2009 BUSINESS HIGHLIGHTS Q4: Deployment of the Fiber Service Platform at British Telecom s UK-based access network arm, Openreach, forming the foundation for Openreach s nationwide Optical Spectrum Access services. The platform enables high-capacity Wide Area Network (WAN) and Storage Area Network (SAN) services to Openreach s customers between two end-user sites. Enterprise networks Q1: First market deployment of an 8Gbit/s Fibre Channel service over distance, together with COLT Telecom. Featured within a customer s Storage Area Network (SAN), the new service, built specifically upon the FSP 3000 platform s 8Gbit/s Fibre Channel card, provides a point-to-point link that stretches beyond 135km. Q3: Upgrade to the Merit Networks core backbone with the implementation of a solution built upon the FSP 3000 platform. Merit Network is a U.S.-based non-profit organization owned and governed by Michigan s public universities, providing high-performance networking solutions to research and education communities. The new installation enables Merit Network to configure multiple high-speed connections, each carrying 10Gbit/s worth of data on a wavelength, using only a single pair of fibers. This superior network infrastructure encourages collaboration and enables advancements from medical imaging to radio astronomy. Q3: Deployment of the FSP 3000 platform at the Missouri Research and Education Network (MOREnet) for a Missouri-wide next-generation network fiber backbone implementation. ADVA Optical Networking s Dense Wavelength Division Multiplexing (DWDM) and Reconfigurable Optical Add / Drop Multiplexing (ROADM) solutions enable MOREnet to significantly increase capacity without a corresponding increase in cost. Q4: Installation of FSP 3000 platform at Texas A & M University in a major upgrade of a metropolitan area network, laying the groundwork to meet future networking needs. The FSP 3000 platform serves as a building block for Texas A & M s future network expansion, providing increased flexibility and capability to support a full 100Gbit/s network upgrade. New products and solutions innovation Q1: Demonstration of serial 100Gbit/s transmission for metro and regional applications. Successful lab tests prove the viability of a new modulation format that addresses the unique needs of metro and regional networks. Q2: Introduction of a new addition to the FSP 150 family of Ethernet access products, the FSP 150CC-324. This platform extends Ethernet services over bonded DS3 networks (a U.S. standard for data transmission) and delivers intelligent demarcation via the Etherjack technology. Q2: Introduction of the Ethernet FSP 150CC-GE206 platform. This device enables Ethernet and synchronization to be delivered over fiber-based Ethernet transport for service providers looking to deploy an Ethernet service optimized for mobile backhaul applications. Q3: Opening of a customer solution center in ADVA Optical Networking s Meiningen facility in Germany to demonstrate to service providers the benefits of a next-generation access architecture based on Wavelength Division Multiplexing Passive Optical Network (WDM-PON) technology. The live network demonstrates a forward-looking access and backhaul solution for residential, business and wholesale services, with successful Optojack interoperability tests verifying seamless interworking with thirdparty suppliers. The Company shows how these services are provided over a single unified infrastructure that requires little to no active equipment between the central office and the customer premise. Q4: Launch of the FSP Service Manager software, designed for seamless integration with ADVA Optical Networking s FSP Network Manager, providing network operators with a comprehensive solution for the end-to-end delivery of high-quality services across networks, taking network efficiency to new heights. 8

9 Interoperability and alliance partnerships Company events WELCOME Q4: Support of the United States National Aeronautics and Space Administration s (NASA s) High End Computing (HEC) testbed demonstration at Supercomputing conference in Portland (Oregon), USA in November. NASA s HEC program demonstration used the FSP 3000 platform as a key component to its testbed, which enables read-world testing of potential solutions for data access, movement and management throughout NASA s wide-area environment. Q2: Infonetics Research confirmed ADVA Optical Networking s first-place global standing in Ethernet access devices for the third year in a row. Q2: Appointment of a new member to ADVA Optical Networking s Supervisory Board. With the retirement of Bernd Jäger from the Supervisory Board, his position was filled by Bernard Bourigeaud, who was elected by the Company s annual general meeting in Meiningen, Germany, on June 10. Bernard Bourigeaud brings to the ADVA Optical Networking Supervisory Board extensive financial and operational experience. SUPERVISORY CORPORATE GOVERNANCE Q3: Reduction in the number of members of ADVA Optical Networking s Management Board from five to four, reducing the complexity of the organization. At the end of Q2 2009, Ron Martin, Chief Marketing & Strategy Officer and president of the North American subsidiary left the Company by mutual agreement. His areas of responsibility have been split between the remaining members of the Management Board, which since then consists of Brian Protiva (Chief Executive Officer), Christoph Glingener (Chief Technology Officer), Jaswir Singh (Chief Financial Officer & Chief Operating Officer) and Christian Unterberger (Chief Sales & Marketing Officer). STOCK INVESTOR RELATIONS BUSINESS OVERVIEW REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 9

10 From left to right: Jaswir Singh, Christian Unterberger, Christoph Glingener and Brian Protiva

11 MEMBERS AND THEIR BACKGROUNDS WELCOME ADVA Optical Networking is led by a dynamic, international, experienced and highly-motivated team. Leading, directing and managing the Company s growth are four executive officers: Brian Protiva Chief Executive Officer Brian Protiva Chief Executive Officer (CEO) Bachelor of Science in electrical engineering, Stanford University, USA SUPERVISORY Christoph Glingener Chief Technology Officer CORPORATE GOVERNANCE Christian Unterberger Chief Sales & Marketing Officer Jaswir Singh Chief Financial Officer & Chief Operating Officer Brian Protiva co-founded ADVA Optical Networking in 1994 and, as one of two managing directors, he focused on creating ADVA Optical Networking s marketing, sales and growth strategy. In 2001, Brian was appointed CEO and set in motion the strategies that fuel the Company s success today. STOCK Under his leadership, ADVA Optical Networking advanced to become the global market leader in Ethernet access devices and one of the top players in metro Wavelength Division Multiplexing (WDM) worldwide. To date, ADVA Optical Networking s innovative Optical+Ethernet solutions have been deployed at more than 10,000 enterprises and more than 250 carriers around the world. Revenues reached more than EUR 232 million in 2009, while employment climbed to 1,100 employees at year-end Prior to ADVA Optical Networking, Brian was managing director at AMS Technologies (now the EGORA Group), which he joined in 1987 and where he focused on co-managing its subsidiaries. INVESTOR RELATIONS BUSINESS OVERVIEW REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 11

12 MEMBERS AND THEIR BACKGROUNDS Christoph Glingener Chief Technology Officer (CTO) Christian Unterberger Chief Sales & Marketing Officer (CSMO) Ph.D. in electrical engineering, University of Dortmund, Germany Diploma in electrical engineering (Diplom-Ingenieur), Carinthia University of Applied Sciences, Austria Christoph Glingener joined ADVA Optical Networking in April 2006 as vice president of engineering, assuming responsibility for all global engineering activities at sites in Europe, the United States and China. Christoph brought extensive experience to ADVA Optical Networking, gained in leading positions at Marconi Communications (now Ericsson) and before at Siemens Communications (now Nokia Siemens Networks). In his most recent role at Marconi / Ericsson, he oversaw the wireless product unit, focusing on strategic product roadmaps, product management, engineering, new product introduction and procurement, and was responsible for 360 employees and annual sales of more than EUR 200 million. Building on this experience, Christoph has focused on strengthening and streamlining ADVA Optical Networking s innovative Optical+Ethernet portfolio, significantly enhancing the Company s standing as a global leader. In 2007, Christoph assumed the role of CTO, and in addition to his global research and engineering responsibilities also leads ADVA Optical Networking s strategic materials management team. Christian Unterberger joined ADVA Optical Networking in October 2007 to drive corporate sales revenue through a comprehensive and proactive global program, benefiting from extensive sales experience in the telecommunications industry. Since July 2009, Christian is also charged with determining product positioning and market launch strategies, as well as promoting the Company s global brand identity. Prior to joining ADVA Optical Networking, Christian was appointed head of the Service Core and Applications business at Nokia Siemens Networks, where primary responsibilities included managing the global activities of the unit. Before that, he was with Siemens Communications (now Nokia Siemens Networks) for 20 years, where he progressed through the ranks, holding sales and management positions of increasing responsibility, including positions overseeing Europe, Middle East, Africa and Asia-Pacific. He concluded his career at Siemens Communications as president of the company s global Fixed Networks business. 12

13 Jaswir Singh Chief Financial Officer (CFO) & Chief Operating Officer (COO) WELCOME Master of Advanced Business Practice, University of South Australia, Australia Master of Accountancy, with distinction, Charles Sturt University, Australia Bachelor of Commerce, University of Canterbury, New Zealand Member of the Australian Society of Certified Public Accountants (CPA Australia) SUPERVISORY Jaswir Singh joined ADVA Optical Networking in November 2007 to enable the Company s next growth stage. Since joining the Company, he has worked to solidify ADVA Optical Networking s financial position, including strengthening the balance sheet, improving internal controls and processes to ensure accuracy of financial statements, implementing strategies to manage working capital, improve cash generation and cash flow and minimizing foreign currency exposure. In January 2009, Jaswir also assumed the COO function, whereby he manages the Company s daily global manufacturing, supply chain and logistics. Additionally, in July 2009, he took over responsibility for the Company s global business systems and information technology activities, and also assumed the role of president of the Company s North American subsidiary, maintaining full legal responsibilities for the region. Jaswir has a long and successful background with global telecommunications and high-tech companies, including Nokia, Inc. (the North American subsidiary of Nokia); AirDefense, Inc; and Equant, Inc. (a division of the France Telecom Group now known as Orange Business Services). Jaswir has more than 20 years experience in senior general management, CFO and operations roles, including managing USD multi-billion enterprises globally. He has established and led financial, business operations, commercial management, legal, customer service, human resources and quality management teams in many parts of the world and held responsibility for regional and global profitability. In his global finance roles, he has designed and implemented financial processes and controls that ensured profitable growth and established metrics and fundamentals to drive positive change for all company stakeholders. Further, he has successfully established businesses and completed joint ventures, mergers and acquisitions in many countries. CORPORATE GOVERNANCE STOCK INVESTOR RELATIONS BUSINESS OVERVIEW REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 13

14 LETTER TO SHAREHOLDERS LETTER TO SHAREHOLDERS Dear shareholders and friends, 2009: Very poor macro environment, but growing revenues and profitability as well as progress in several areas, resulting in a strong share price increase 2009 marked the worst financial crisis since the Great Depression. Global stock markets left investors shell-shocked while plummeting to twelve-year lows in March Nevertheless, stock markets rallied thereafter, providing major returns for full-year What began as a year of doom seemed to be rooted in fears rather than reality was saturated with extreme uncertainties, continued restrictive bank-lending and cautious consumer spending, but still provided strong returns for loyal investors also marked the 15th anniversary for ADVA Optical Networking since its inception in We have enjoyed several highs but also successfully weathered the lows. We harnessed the knowledge of one and a half decades of experience, developing as a company and pioneering technological advances in the Optical+Ethernet transport market. Today, ADVA Optical Networking is going strong: We have grown into a profitable company with 1,100 employees on five continents and have a long history of providing application-focused solutions that add value to, and remove cost from, high-capacity networks. ADVA Optical Networking s share price increased 128% in 2009, from EUR 1.11 at year-end 2008 to EUR 2.53 at the end of While the overall market development certainly helped, we outperformed not only all major technology indices by a wide margin, but also most of our peers. This impressive result is largely driven by our major achievements, as described in the following paragraphs: 14

15 We returned to profitable growth and increased our financial strength. In a depressed macro-economic environment, ADVA Optical Networking has shown flattish to slightly growing quarterly revenues since Q3 2008, outperforming many of our peers. For full-year 2009, our revenues were at EUR million, up 7.0% vs This growth goes along with a positive profitability development, with our pro forma operating margin at positive 2.6% of revenues in 2009 after a negative 0.3% in the prior year. Beyond profitability, strong working capital management drove an increase in ADVA Optical Networking s financial strength. We ended 2009 with an equity ratio of 51.4%, up from 50.1% at the end of the prior year, and net liquidity was at an all-time high of EUR 22.5 million at year-end 2009, up from EUR 12.4 million one year earlier. We achieved operational excellence. As the pace and complexity of doing business in a global economy ever increases, flexibility and speed translate into profit and competitive advantage. With fully integrated application systems such as state-of-the-art enterprise resource planning (ERP) and customer relationship management (CRM) platforms, ADVA Optical Networking has undergone major changes in its operational processes since 2008, bringing all aspects of our business onto global platforms. With the integrated systems in full swing in 2009, we were able to cut the monthly financial closing and reporting cycle in half. With the consolidation of sales, service, legal and marketing legacy systems onto a single platform and the improvement of the customer portal critical for managing our customer requirements, we were able to drive globally standardized processes. From feature development to new product introduction to business life cycle management, we drastically shortened lead times, significantly increased flexibility and are now able to adapt more quickly to changing business environments. Operational decisions are made faster and more accurately, and our diverse and talented pool of employees is now empowered with a knowledge base that enables them to work more efficiently. In addition, improved analytical tools support a more robust and creative flow of information between decision makers. We significantly increased our direct relationship with customers and maintained a market-leading position. Our proven three-pronged distribution model of Value Added Resellers (VARs), Original Equipment Manufacturers (OEMs) and further increased focus on direct sales has helped our customers move forward, even in challenging times. We were able to increase our global customer base to over 250 carriers, and have maintained trusted partnerships with existing customers. Recent market share statistics show that we have continued to be the global market leader in Ethernet access devices 1 for three years in a row and that we rank third in EMEA and fourth worldwide in WDM metro optical transport solutions. 2 Our strong market position has been supported by a variety of customer win announcements. Notable examples in the Ethernet access space include British Telecom s United Kingdom-based access network arm, Openreach, and US Signal, an infrastructure provider in the Midwest of the U.S. In the carrier infrastructure space, examples are Benelux cable operators VOO & Ziggo and carriers P & TLuxembourg, Belgacom International Carrier Services, U.S.-based Syringa Networks and French-based Covage. Finally in the enterprise networks space, customer win announcements include Merit Network, Missouri 1 Source: Infonetics Research, May 2009, based on 2008 total revenues for Ethernet access devices. 2 Source: Infonetics Research, December 2009, based on Q total revenues for metro optical transport equipment. WELCOME SUPERVISORY CORPORATE GOVERNANCE STOCK INVESTOR RELATIONS BUSINESS OVERVIEW REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 15

16 LETTER TO SHAREHOLDERS Research and Education Network (MOREnet) and Texas A & M University. We drove innovation. Guided by our mission to be the trusted partner for innovative Optical+Ethernet transport solutions that advance next-generation networks we in-creased our world-class engineering base by 9% in 2009, to 410 R & D employees at the end of 2009, while maintaining the overall cost base. We were thus able to drive innovation with our two fully integrated product platforms, the FSP 150 and FSP With new and intelligent approaches, we provide customers with the ability to achieve strategic corporate goals through the deployment of evolving and future-proof communication solutions, satisfying their ongoing business demands and enhancing their competitive positions. With this as the driving force, we are able to combat pricing pressures and reap the benefits from industry consolidation while creating differentiated services for our customers: ADVA Optical Networking successfully demonstrated a new modulation format for serial 100Gbit/s transmission for metro and regional applications. This technology enables a 10-fold increase in capacity over existing fiber infrastructures and addresses the cost sensitivity of the metro market. We were first to recognize the importance of Ethernet as a carrier service and understood the need for intelligent demarcation devices. With the introduction of the FSP 150CC-324, carriers for the first time have an intelligent Ethernet demarcation device working over bonded DS3 networks. This device enables carriers to define a differentiated service and to guarantee end-to-end quality of service. With the opening of a customer solution center in ADVA Optical Networking s Meiningen facility in Germany, service providers can explore the future of access and backhaul architectures. Built on WDM-PON technology, the center reveals how business, residential and wholesale networking demands can be served over a unified infrastructure. ADVA Optical Networking introduced the Ethernet FSP 150CC-GE206 platform, the first device with synchronous Ethernet and latest IEEE 1588 technology, enabling the deployment of an Ethernet service optimized for mobile backhaul applications. This device is an example of how we help service providers to transport data across an increasingly complex range of infrastructures whenever and wherever they need it. With the launch of the FSP Service Manager, we offer a comprehensive software solution for end-to-end service management, simplifying the process of managing carrier services across multiple platforms. This makes it easy for service providers to scale in order to meet growing customer demand. Looking at 2010: The telecommunications industry is growing, is incredibly dynamic and is centrally critical for most applications and industries. Even during the recent recession, the use of video uptake services such as YouTube and social networking platforms such as Facebook, online gaming and mobile gadgets using bandwidth-hungry applications exploded. Today these services are straining and constricting existing networks, requiring massive investments in WDM infrastructure. In addition, the increase in mobile devices as the primary platform for the future delivery of broadband services will create a significant need for high-capacity backhaul networks that can 2010: Accelerated market growth will benefit ADVA Optical Networking, due to our ongoing focus on innovation and being the trusted partner to our customers 16

17 scale with the projected high growth in broadband demand and service delivery. These trends will be highly beneficial to ADVA Optical Networking as we build the foundation for high-speed, next-generation networks. Our product portfolio adds scalability and intelligence to our customers networks while removing complexity and cost. While the macro-economic environment is only slowly recovering, these exciting opportunities for our industry will support our strategic focus to be the trusted partner for innovative Optical+Ethernet transport solutions. The combination of cost-effective innovation, short development and delivery times, a broad and growing customer base and well-balanced distribution model differentiates ADVA Optical Networking from its peers and will further fuel our sustainable business model for the benefit of our customers, shareholders and employees. I specifically thank our dedicated employees for their consistent and distinct contributions. Their combined talents have made ADVA Optical Networking a market leader with bright prospects for the future. Thank you! ADVA Optical Networking will continue to ADVANCE by capitalizing on next-generation networks. March 3, 2010 Brian Protiva Chief Executive Officer WELCOME SUPERVISORY CORPORATE GOVERNANCE STOCK INVESTOR RELATIONS BUSINESS OVERVIEW REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 17

18 INNOVATION MANAGING SERVICES, NOT NETWORK ELEMENTS. Putting the emphasis on simplicity. Networking has become increasingly complex, with operators required to manage services across multiple platforms. To simplify this process and ensure service providers can easily scale to meet customer demand, ADVA Optical Networking has developed the FSP Service Manager, offering a comprehensive solution for end-to-end service management. SUPERVISORY

19 MEMBERS WELCOME ADVA Optical Networking s Supervisory Board consists of a diverse and international group of six seasoned experts in their respective fields: Anthony Maher, since 2002 Chairman Chairman of the Compensation Committee Chairman of the Nomination Committee Chairman of the Strategic Initiatives Committee Member of the Audit Committee Merchant SUPERVISORY Krish Prabhu, since 2008 Vice Chairman Thomas Smach, since 2005 Vice Chairman Member of the Compensation Committee Former Chief Executive Officer, Tellabs Inc., Naperville (Illinois), USA Member of the Audit Committee Member of the Nomination Committee Member of the Strategic Initiatives Committee Partner, Riverwood Capital Management, Menlo Park (California), USA CORPORATE GOVERNANCE STOCK INVESTOR RELATIONS Bernard Bourigeaud, since 2009 Consultant, Waterloo, Belgium BUSINESS OVERVIEW Eric Protiva, since 1999 Managing Director, EGORA Holding GmbH, Martinsried / Munich, Germany REPORT Albert Rädler, since 1999 Chairman of the Audit Committee Member of the Compensation Committee FINANCIAL STATEMENTS Tax adviser, Linklaters LLP, Munich, Germany ADDITIONAL INFORMATION 19

20 REPORT TO SHAREHOLDERS REPORT TO SHAREHOLDERS In 2009, the Supervisory Board once again performed its duties under the law and the Company s articles. It carefully and continuously monitored the Management Board and supported it in all strategic matters. The Supervisory Board has been directly involved in the early stages of all important strategic decisions of the Company. During six ordinary and one extraordinary meeting, in which the members of the Management Board regularly participated, the Management Board consistently, promptly and extensively informed the Supervisory Board about the business situation of the Company and the Group, in particular about strategic orientation, market development, prospects for growth and the development of net assets, financial position and profitability, including budgeting, investments, personnel and risk management. The Board extensively discussed all important business issues on the basis of the Management Board s reports. Any deviations of the actual business development from the Company s plans and objectives were explained by the Management Board in detail and reviewed by the Supervisory Board. The Supervisory Board was involved in all important decisions at an early stage and gave its approvals, after thorough examination and consultation, where required by law or the Company s articles and in the best interest of the Company and Group. In addition to the seven meetings, but only on an exceptional basis, the Supervisory Board passed resolutions on urgent matters between these meetings. Moreover, especially the Chairman and the Vice Chairmen maintained regular contact with individual members of the Management Board outside of the scheduled meetings and were kept up-to-date with respect to current business developments, important transactions and forthcoming decisions. Main Management Board activities covered and examined by the Supervisory Board The Supervisory Board again focused mainly on the business development and strategic direction of the Company, in particular on revenue, earnings and headcount development, as well as the financial situation. In this context, the consequences of the macro-economic environment and the global recession for the Company were discussed. The Supervisory Board closely monitored and supported the activities of the Management Board in connection with various discussions on mergers and acquisitions. It discussed the organization of the Company and the Group with the Management Board and assured itself of the efficiency of this organization. Following the reduction of the number of members of the Management Board from six to four during 2009, it dealt with the compensation and the allocation of duties within the Management Board several times. The Management Board submitted to the Supervisory Board all transactions and decisions requiring approval according to the Company articles. The Supervisory Board approved those, in particular the foundation of new direct and indirect subsidiaries of ADVA AG Optical Networking in Hong Kong and Brazil as well as a branch office in Spain. 20

21 Committees In order to perform its tasks efficiently, the Supervisory Board formed four committees in 2009: members of the Audit Committee were Albert Rädler (Chairman), Anthony Maher (from June 10), Thomas Smach and Bernd Jäger (until June 9); members of the Compensation Committee were Anthony Maher (Chairman), Albert Rädler, Krish Prabhu and Bernd Jäger (until June 9); members of the Strategic Initiatives Committee were Anthony Maher (Chairman) and Thomas Smach; and members of the Nomination Committee were Anthony Maher (Chairman), Thomas Smach and Bernd Jäger (until June 9). The Committees tasks have been to discuss and prepare specific topics and resolutions for the Board s plenary meetings. The Committees have not been granted decision-making authority. The Audit Committee held six meetings during the course of the year and, in addition to reviewing the consolidated annual and three quarterly financial statements as well as the Company s annual financial statements, discussed the financial position and performance of the Group, the appointment of the external auditor and audit scope for 2009, and the development of tax liabilities and risks. The Compensation Committee met four times during the past year. Its discussions focused mainly on the prolongation of the employment agreements of the Chief Officers and their remuneration in light of the new German Law on the Adequacy of Management Board Compensation (Gesetz zur Angemessenheit der Vorstandsvergütung), as well as the drafting and negotiation of the transition agreements for Jürgen Hansjosten and Ron Martin, both of whom left the Management Board during the year. The Nomination Committee did not meet in 2009, nor did the Strategic Initiatives Committee. However, the members of the Strategic Initiatives Committee regularly consulted with the Management Board on the overall situation of the telecommunications industry, the Company s acquisition strategy and strategic direction with regard to the Company s most important partners. Reports on the work of the Supervisory Board committees were regularly presented and discussed during the subsequent Supervisory Board plenary meeting. Corporate Governance Code The Supervisory Board welcomes the German Corporate Governance Code and supports its objectives. Already in 2002, it has approved compliance with and the implementation of most recommendations and proposals of the Corporate Governance Code within the ADVA Optical Networking organization. In its meeting on December 16, 2009, the Supervisory Board and the Management Board discussed the implementation of the Code, and jointly approved an updated declaration of compliance in accordance with section 161 of the German Stock Corporation Law (Aktiengesetz, AktG). This declaration is published on the Company s website and is accessible for all shareholders. WELCOME SUPERVISORY CORPORATE GOVERNANCE STOCK INVESTOR RELATIONS BUSINESS OVERVIEW REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 21

22 REPORT TO SHAREHOLDERS Annual financial statements and management reports ADVA Optical Networking s consolidated annual financial statements as of December 31, 2009, and ADVA AG Optical Networking s annual financial statements as of December 31, 2009, as well as the Group management report and the management report of ADVA AG Optical Networking for the fiscal year 2009 were audited by the Company s appointed auditor for 2009, Ernst & Young GmbH Wirtschaftsprüfungsgesellschaft, Stuttgart, Munich Branch, who issued unqualified audit opinions. Pursuant to section 315 a of the German Commercial Code (Handelsgesetzbuch, HGB), the consolidated annual financial statements have been prepared according to International Financial Reporting Standards (IFRS). All management letter points of the auditor were taken up, discussed with the Management Board, and their consideration was ensured. In view and consideration of these audit reports and on the basis of the additional information provided by the auditor, the Supervisory Board discussed and examined the financial statements and management reports in detail in its meeting on February 24, It unanimously approved ADVA AG Optical Networking s annual financial statements and management report, as well as ADVA Optical Networking s consolidated annual financial statements and Group management report. The annual financial statements of ADVA AG Optical Networking for the fiscal year 2009 are thereby adopted. All auditing materials and reports were submitted to the Supervisory Board members prior to the meeting of the Supervisory Board dealing with the Company s and Group s 2009 financial statements. On February 16, 2010 and on February 23, 2010, these materials were discussed and examined in detail jointly by the Audit Committee and the auditor and in consideration of the auditor s report. The Audit Committee reported its findings to the entire Supervisory Board in its meeting on February 24, Furthermore, the auditor, who was present in all three meetings, reported on the material results of the audit, explained net assets, the financial position and the results of operations of the Company and the Group, and was available to answer additional questions from the members of the Supervisory Board. 22

23 Changes within the Management and Supervisory Boards As of June 9, 2009, Bernd Jäger stepped down from his office as member of the Supervisory Board. On June 10, 2009, the Annual Shareholder Meeting appointed Bernard Bourigeaud as his successor. The Board commended Bernd Jäger for his contributions over many years. WELCOME On March 26, 2009, the Supervisory Board extended the appointment of Brian Protiva as member of the Management Board and CEO until December 31, In agreement with the Supervisory Board, Jürgen Hansjosten and Ron Martin left the Management Board as of March 31 and June 30, 2009, respectively. Furthermore, in its December 16, 2009 meeting, the Supervisory Board extended the appointment of Brian Protiva, Christoph Glingener, Jaswir Singh and Christian Unterberger as members of the Management Board until December 31, SUPERVISORY CORPORATE GOVERNANCE STOCK The Supervisory Board would like to express its appreciation of the personal dedication, performance and the ongoing commitment of the Management Board and all employees of the Company and the Group during February 24, 2010 INVESTOR RELATIONS On behalf of the Supervisory Board: BUSINESS OVERVIEW Anthony Maher Chairman of the Supervisory Board REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 23

24 INNOVATION ANSWERING THE BANDWIDTH DEMAND. Removing the boundaries to tomorrow s networking needs. To accommodate the exponential growth in bandwidth demand across all markets segments, ADVA Optical Networking is developing 100Gbit/s solutions for metro and regional applications, enabling a 10-fold increase in capacity over existing infrastructures. CORPORATE GOVERNANCE REPORT

25 Good corporate governance is highly valued at ADVA Optical Networking. The recommendations of the German Corporate Governance Code in its latest version have been largely implemented within the ADVA Optical Networking Group. Minor deviations from these recommendations are explained in detail in the declaration of compliance and typically result from practical considerations based on circumstances within the Company. The most recent declaration of compliance as well as earlier declarations are made available on ADVA Optical Networking s website for review by shareholders and other interested parties. ADVA Optical Networking believes it is important to inform all relevant and interested parties of developments within the Group in a fair and comprehensive manner and to comply with the highest transparency and publication standards, so that the Company can establish a solid foundation of trust. For example, ADVA Optical Networking has, voluntarily at first, published the individual remuneration of its Management Board members since The Company has already implemented the existing transparency regulations with few exceptions, such that no amendments had to be implemented in WELCOME SUPERVISORY CORPORATE GOVERNANCE STOCK INVESTOR RELATIONS BUSINESS OVERVIEW REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 25

26 DECLARATION OF COMPLIANCE EXPLANATION OF THE DEVIATIONS Declaration of compliance On December 16, 2009, the Management Board and the Supervisory Board of ADVA Optical Networking issued the following declaration of compliance for the German Corporate Governance Code pursuant to section 161 of the German Stock Corporation Law (Aktiengesetz, AktG): Except for the deviations listed below, ADVA AG Optical Networking ( ADVA Optical Networking ) has complied, and will continue to comply, with all recommendations of the German Corporate Governance Code in the version from June 18, Also, with the deviations set forth in the relevant declarations of compliance, ADVA Optical Networking has complied with the recommendations of the Code in its previously applicable versions: Deductible for D & O insurance ADVA Optical Networking has taken out a D & O (directors and officers liability insurance) policy without a deductible for the Management Board and the Supervisory Board; however, upon expiry of the transition period on June 30, 2010, the D & O insurance for the Management Board will contain a deductible in compliance with the relevant legal requirements (section 3.8 paragraph 3). Management Board compensation and annual financial statements The stock options that members of the Management Board receive as part of their compensation are only related to the share price, not to demanding, relevant comparison parameters. Therefore an exclusion of retroactive changes to such performance targets or comparison parameters and (for stock options already issued to the Management Board) an agreement with the Supervisory Board for their limitation (cap) for extraordinary, unforeseen developments is not necessary (section paragraph 2). Supervisory Board ADVA Optical Networking does not require that the Chairman of the Supervisory Board shall chair the committee that handles contracts with members of the Management Board (section 5.2 paragraph 2), although this is currently the case. ADVA Optical Networking specifies an age limit for the members of the Management Board, but not for the members of the Supervisory Board (section 5.4.1). 26

27 Explanation of the deviations ADVA Optical Networking complies with the recommendations set forth in the German Corporate Governance Code, with the exception of the few deviations set forth in the declaration of compliance in its applicable version. For the extent to which these deviations continue to apply in the future, an explanation is provided below: Deductible for D & O insurance ADVA Optical Networking believes that the motivation and sense of responsibility in the performance of their duties displayed by the members of the Management Board and Supervisory Board is guaranteed even if the D & O insurance does not contain a deductible (section 3.8). It is also unusual and out of the ordinary, particularly from an international perspective, to set up this type of deductible. Therefore, in support of an international Supervisory Board and Management Board, ADVA Optical Networking has so far refrained from this type of deductible, but will, with regard to the Management Board, comply with the new legal requirements and agree a deductible upon expiry of the transition period on June 30, Management Board compensation and annual financial statements The stock options granted to the members of the Management Board as part of their remuneration do not relate to any demanding, relevant comparison parameters (section paragraph 2), but instead only to the share price. Thus, in ADVA Optical Networking s opinion, an exclusion of retroactive changes to such performance targets or comparison parameters and an agreement with the Supervisory Board for their limitation (cap) for extraordinary, unforeseen developments is not necessary (section paragraph 2). However, ADVA Optical Networking will comply with the new legal requirements and, to the extent necessary, agree on such limitations for all new variable elements in the compensation of the Management Board. Supervisory Board Although ADVA Optical Networking does not require that the Chairman of the Supervisory Board shall chair the committee that handles contracts with members of the Management Board (section 5.2 paragraph 2), the Chairman of the Supervisory Board is currently chairing this committee. ADVA Optical Networking considers the setting of an age limit for members of the Supervisory Board (section 5.4.1) to be an inappropriate limitation of shareholder rights when selecting the members of the Supervisory Board. Suitability to serve as a member of the Supervisory Board should depend on a person s qualifications and not on his or her age. WELCOME SUPERVISORY CORPORATE GOVERNANCE STOCK INVESTOR RELATIONS BUSINESS OVERVIEW REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION 27

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