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22 November 1999 

Nortel Networks to acquire Clarify for $2.1 billion
NORTEL NETWORKS
PRESS RELEASE ISSUED BY THOMAS MOLETE COMMUNICATIONS
[ 22 November 1999 ] - Nortel Networks and Clarify have announced a definitive merger agreement whereby Nortel will acquire Clarify, the world's second-largest provider of front office solutions for eBusiness. Nortel Networks, a world leader in communications, networking and Internet Protocol (IP) solutions, will pay an estimated $2.1 billion in its common shares for all of the common shares of Clarify.

According to Doug Batchelor, regional director of Nortel Networks Enterprise Solutions in South Africa, the combination of the two companies creates a new industry leader in technologies, applications and services that will drive the second wave of eBusiness.

"The first wave of eBusiness focused on individual transactions that changed how companies worked. Together, the combined companies will drive the second wave, focused on the customer, by enabling personalised interactions and a complete experience that leverages the high-performance Internet," he says.

Upon completion of the transaction, Clarify will become a wholly-owned subsidiary of Nortel Networks. Clarify will continue to be headquartered in San Jose, California and CEO and President Tony Zingale will continue to lead the business. On completion of the acquisition, Nortel Networks will have more than 4,000 employees in Silicon Valley.

In South Africa, Clarify is represented by Foster Melliar. Nortel Networks Enterprise Solutions in South Africa and Foster Melliar will forge a close relationship between their existing channels in terms of product distribution.

Conn Wood, general manager of Front Office Systems and e-Commerce for Foster Melliar, comments: "Nortel Networks' global reach and market leadership in the convergence of the Internet and communications, combined with Clarify's leadership in front office software, creates a first mover in this new wave of eBusiness. Nortel Networks and Clarify's mutual commitment to building a new class of customer relationships will create awesome value for our customers, partners and employees."

"The top business imperative is developing eBusiness strategies that create lasting customer relationships," says F. William Conner, executive vice president and recently announced president of Nortel Networks Enterprise Solutions. "Together we will provide a new customer experience by unifying the high performance Internet with front office solutions and customer interactions of all kinds. This will deliver greater returns on customer relationships for enterprises and service providers worldwide."

As a result of this acquisition, enterprises and service providers will be able to anticipate and respond to customer needs, personalise interactions, and increase customer loyalty. The combined company will enable a single view of the total customer experience across sales, marketing and service while leveraging all customer touch points - phone, fax, web, e-mail and in person.

Clarify is a global provider of enterprise solutions for managing customer relationships in companies across virtually every industry. Revenues for Clarify's fiscal year ended in December 1998 were US$130.5 million. Clarify has almost 800 employees in the Americas, Europe and Asia. The company pioneered the first integrated suite of front office applications, and was the first to introduce a number of key innovations such as web self-service which personalises every customer interaction.

Nortel Networks delivers value to customers around the world through Unified Networks solutions, spanning mission-critical telephony and IP-optimised networks. Customers include public and private enterprises and institutions; Internet service providers; local, long-distance, cellular and PCS communications companies; cable television carriers; and utilities.

Nortel Networks' common shares are listed on the New York, Toronto, Montreal and London stock exchanges. Nortel Networks had 1998 revenues of US$17.6 billion and has approximately 70,000 employees worldwide.

EDITORIAL CONTACTS
Nortel Networks
Doug Batchelor
General Manager
(011) 233 3900

Thomas Molete Communications
Dave McDermott
(011) 783 7243



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