To: ynot who wrote (33 ) 7/22/1999 3:32:00 PM From: Wayners Respond to of 84
In July 1996, as part of a divestiture by Lucent, Communication Partners,L.P., a limited partnership controlled by the Texas Pacific Group, acquired all of the outstanding shares of common stock of Paradyne (from Lucent). Our business (post divestiture) was created when certain operations of Paradyne (pre divestiture) were either retained by Lucent or assigned to newly created entities (at Paradyne) in connection with the divestiture. The business that remained with the Company (Paradyne) is referred to as the Predecessor Business. The Predecessor Business derived most of its revenues through July 1996 from the sale of narrowband products. The Predecessor Business purchased products and services from preferred suppliers of AT&T and Lucent and incurred intercompany charges for services provided by other AT&T operations. Following the 1996 acquisition (by Communication Partners), we (Paradyne) introduced a series of new products, including many new broadband products, and discontinued sales of certain products, which were transitioned (I assume sold)to Lucent. In addition, we lowered our expenses and restructured our operations. The cost of the restructuring was accounted for as part of the purchase accounting associated with the 1996 acquisition (by Communications Partners from Lucent). We believe the revenues and expenses of the Predecessor Business are not representative of our current business, financial condition or results of operations (because they are transitioning from narrowband products to broadband products). Accordingly, we believe that a period-to-period comparison of operating results prior to 1997 is not meaningful.