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Mitel Announces US$723 Million Agreement to Acquire Inter-Tel Creates A Market Leader In IP Communications Solutions For The Enterprise And SMB Market

(PresseBox) (Düsseldorf, ) Mitel Networks Corporation and Inter-Tel (Delaware) Incorporated (Nasdaq: INTL), today announced they have signed a definitive merger agreement whereby Mitel will acquire Inter-Tel, a full-service provider of business communications solutions for US$25.60 per Inter-Tel share in cash, representing a total purchase price of approximately US$723 million.

Once completed, the merger creates a market leader in the US and UK SMB IP communications industry, the fastest growing sector of the IP communications market. The private company will have two trusted, customer focused brands and anticipated revenues of over US$800 million, twice those of Mitel today.

"We believe that this transaction will deliver superior value to Inter-Tel's stockholders, and Mitel is the right partner to create additional growth opportunities for our employees and provide exceptional products and services to our customers for the long-term," said Alexander Cappello, Chairman of the Board of Inter-Tel.

"I believe this is a great fit and a win-win for all involved," said Terence H. Matthews, Chairman of Mitel. "These are two entrepreneurial companies with the agility, flexibility and drive to win in the global market."

The merger combines the strengths of Inter-Tel and Mitel in the IP communications market, providing increased scale to extend their leadership in the SMB sector and expand into the large business IP communications market. The combined company will bring together Mitel's extensive global reach and Inter-Tel's strong network across the US creating a formidable industry player.

"By bringing together the unique strengths of each company, this transaction accelerates our growth strategy," said Mitel CEO Don Smith.
"Inter-Tel's achievements, particularly in North America, include creating successful managed service offerings that we intend to extend to Mitel's resellers and customers worldwide. Mitel's scalable solutions and broad geographic reach will drive growth in the large enterprise sector complementing recent moves by Inter-Tel to expand its addressable market.
We believe the merger will deliver value to customers, channel partners, employees and shareholders while making us the clear choice for new clients."

"We believe this is an outstanding transaction for our stakeholders," said Inter-Tel CEO Norman Stout. "Mitel and Inter-Tel have state-of-the-art products and complementary channels to market. In particular, we are excited about the opportunities this partnership represents for Inter-Tel's associates and partners, who we believe will benefit from being part of a larger, growing and dynamic organization that can compete more effectively in the marketplace. We look forward to working with the Mitel team to ensure a rapid and seamless transition."

The combined company, including Inter-Tel international subsidiaries such as Inter-Tel Europe, Swan Solutions and Lake Communications, will have solutions to address the needs of very small to large businesses globally.
It will have market coverage in over 90 countries and customers in industries such as finance, healthcare, hospitality, retail, government and education.

The merger brings together two extensive product portfolios with strengths in unified communications, networking, management and applications such as messaging, contact centers, mobility and collaboration. Each company's commitment to open industry standards, such as SIP, XML and CSTA, will enable the accelerated introduction of new and innovative business solutions. Partners who have developed solutions compatible with both companies' products are expected to see a more compelling opportunity to extend their value proposition.

"Having rapidly achieved the next step in our long-term growth plans with this merger, we will for the near-term, withdraw Mitel from the IPO registration process," said Don Smith. "We look forward to working with the Inter-Tel team to accelerate our position in the dynamic unified communications market."

The boards of directors of both companies have approved the transaction and it is subject to the approval of Inter-Tel stockholders and other customary closing conditions, including regulatory approvals. The transaction is expected to close in the third quarter of 2007.

The transaction is being funded by a combination of equity and debt. The equity component is being led by Francisco Partners with participation by Morgan Stanley Principal Investments ("MSPI"). The debt funding is being arranged by Morgan Stanley on behalf of Mitel. Morgan Stanley was the financial advisor to Mitel. In addition, Genuity Capital Markets was the independent financial advisor to the board of Mitel with respect to the transaction. UBS Investment Bank was the financial advisor to Inter-Tel.

Mitel Networks GmbH

Mit seinen intelligenten Unified-Communications-Lösungen und -Anwendungen liefert Mitel flexible und unkomplizierte Kommunikationssysteme für Unternehmen aller Größenordnungen. Dabei verschafft Mitel erfolgreichen Organisationen einen Wettbewerbsvorteil durch die einfachere Zusammenarbeit und Kommunikation mit Kunden, Mitarbeitern und Partnern - auch über weite Entfernungen und verschiedene Zeitzonen hinweg. Der Hauptsitz von Mitel (http://www.mitel.com) befindet sich im kanadischen Ottawa. Zudem verfügt das Unternehmen über 100 direkte Niederlassungen sowie 1.500 Partner und Reseller weltweit.

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