1. Avaya Corporate Overview
SPEAKER NOTES FOR THIS PRESENTATION ARE IN PDF TITLED: AVAYA CORPORATE OVERVIEW SPEAKER NOTES.
© 2009 Avaya Inc. All rights reserved.

2. Agenda Corporate Facts Innovation Avaya Portfolio Conclusion
Value of Nortel Enterprise Solutions (NES) Acquisition
Financial Health
Innovation
Avaya Portfolio
Conclusion
SPEAKER NOTES FOR THIS PRESENTATION ARE IN PDF TITLED: AVAYA CORPORATE OVERVIEW SPEAKER NOTES. 2

3. Corporate Facts

4. Common Strategic Vision
Focused on Communications Innovation in the Enterprise
History of Reliability, Scale-ability, Investment Protection
Expertise
#1 or #2 in All Markets Served (except Data) 4
© 2009 Avaya Inc. All rights reserved.

5. NES A Compelling Combination
Large, loyal Customer Base
Strong Channel Centric Go-to-Market Model
Accelerated innovation through added expertise and the ability to increase investment
Opportunity to provide maintenance services to the NES base and the NES Partner Community
Geographic Scale and Industry Breadth
Innovations that Synergistically Enhance the Portfolio 5 5

6. Avaya
Avaya is the global business communications expert delivering open and flexible communication systems, that transform the way people collaborate to enhance performance and enable growth for companies small to large. 6 6
© 2009 Avaya Inc. All rights reserved.

7. Avaya’s Global Footprint
Toronto
Basking Ridge, NJ Headquarters
Denver, CO
Santa Clara, CA
Guilford, UK
Frankfurt, DE
Singapore
Shanghai
Sydney
Mumbai
São Paulo
Mexico City
Research Triangle Park, NC
Beijing
Dubai
Israel
Japan
Key Corporate Locations
Avaya Lab Locations
4,000+ Channel Partners
32 Global Delivery Support Centers
19,000+ Employees
Operating in 55 Countries 7 7

8. NES Acquisition Financing
Purchase Price $900M
Financing is a combination of cash, debt and equity
Additional financing committed – cost and pricing of debt not impacted by rating
NES Financially Restructuring Assets as Required by Bankruptcy before purchase by Avaya
Apply Avaya Operational Improvement Programs 8

9. Avaya Financial Performance over Time
Total Revenues
Gross Margin
EBITDA and % of Revenue
Cash Balance
15.1%
11.8%
12.0%
($ in millions) 9

10. Avaya and NES – Combined
Targeted Performance Levels
~ $6.0 Billion
22% to
28%
18% to
22%
15,000 to
20,000
5.9x to
3.4x
Leverage (Debt / EBITDA)
Annual Revenue
EBITDA / Revenue
Operating Margin
Employees
Avaya makes no representations or warranties regarding this financial information. Past performance may not be indicative of future performance. 10

11. Strategic Priorities FY10
Profitable Growth
Operational Improvements
Increased Relevance
FY10
NES Integration
Avaya makes no representations or warranties regarding this financial information. Past performance may not be indicative of future performance. 11 11

12. A History of Innovation12
© 2009 Avaya Inc. All rights reserved.

13. Avaya Innovation & Research
Avaya Labs Rich in Heritage
Industry leading 5200 patents or patents pending
Avaya Labs Locations in:
10,000+ DevConnect partners* with ~600 gold/platinum
475+ Independent Software Vendors with certified applications on Avaya systems
Australia
Canada
Germany
India
Israel
Japan
Singapore
U.S.
U.K.
* This number does NOT include over 200 companies that are currently members in both the Avaya and NES programs. 13

14. Innovation Timeline Digital IP SIP
Enterprise Communications Turning Points
Digital IP
SIP
ACD+PBX in Single Platform
Processor Duplication
Call Vectoring
DNIS + ANI
Home Agent
IP Softphone
IP Trunking
one-X®Agent
one-X® Portal
one-X® Communicator
Session Enablement Services 14

15. SIP Innovation and Leadership
Avaya SIP Leadership
Enterprise deployments with tens, hundreds, thousands of SIP users
Over a million SIP trunks/lines
World-wide penetration with SIP deployments in 55 countries
First enterprise vendor to be named SIPConnect compliant
One-X Mobile Interoperability
Compatible with largest number of handsets and carriers
Microsoft Interoperability
Unified Desktop – Unified Messaging
Mobility – Conferencing
Avaya Aura™ is the First SIP platform to Support Fully-Sequenced Applications 15

16. Avaya Portfolio 16
© 2009 Avaya Inc. All rights reserved.

17. Small & Medium Enterprise
The Markets We Serve UC CC
Data
Services
Small & Medium Enterprise
Enterprise
Welcome and congratulations on a fantastic Q4 to cap a tough year
will be covering both the Mid size and Small to medium Enterprise:
Lets start with the Mid Size – 250 seats and above
Midsize Enterprise

18. Unique Customer Value to Every Segment
Enterprise
Midsize Enterprise
Small & Medium Enterprise
Accelerated SIP Applications
Expanded Global Expertise
Cost effective platform with the lowest TCO
Evolutionary Path
Simplicity
Broader Channel Coverage and Support

19. Delivering Value Across the Enterprise…
End User
Line of Business IT
Benefits for each of the constituencies…
Simplified Communications
Smooth transition across modalities
Contextual and persistent communications
Business Agility
Improve workflow outcomes
Always on…always contextually aware
Increased Speed at a Lower Cost
Smooth evolution
Simplified, virtualized infrastructure
Rapid deployment
Uptime

20. Common Evolutionary Path
Preserve & Enhance Investments
Call Center Evolution
Migration that fits your business needs
Best in Class Capability
PBX Disaggregation
Communications Enabled Applications
Plug & Play
Communications
Accelerating Your Evolution
IT Convergence
A Path for Every Customer
Multimodal Communications UC
Both Avaya and NES are aligned in their technology views of the future. Even before we combined forces, our technology roadmaps focused on driving accelerated execution through enterprise communications.
Through SIP-based technology we make it possible for you to accelerate your evolution through a smooth transition as you upgrade and/or add to your existing communications capabilities and capacities. You can leverage your existing investments as you evolve based on Avaya Aura technology that offers best-in-class capability such as call servers that expand and evolve in concert with new technologies available in the marketplace.
Our solutions provide a common evolutionary path that can advance your enterprise based on a SIP strategy and the convergence of IT. Dis-aggregation of the PBX, while initial investment is preserved and enhanced, has engendered business performance and process improvement based on the convergence of communications and applications and also facilitates multimodal communication.
As an Avaya or NES customer, you are still on the same path as you were before we merged but now you benefit from our enhanced ability to (1) accelerate your evolution to advanced communication technology that can lower your costs and increase your revenues, (2) leverage best in class capabilities, (3) preserve and enhance your investments, and (4) deliver a customized migration that moves at a pace that meets your business needs.
In short, we have a path to advanced enterprise communications for EVERY customer!
Complementary technology roadmaps driving accelerated execution
© 2009 Avaya Inc. All rights reserved. 20

21. Enterprise Roadmap Evolution Principles
Avaya Aura™ as a core component, expanded with new technologies
Accelerating application & services integration toolkit
Expanding communications enablement of business apps
Rich integration into Avaya Aura™ for NES and Avaya Core Telephony Systems Providing Investment Protection and Added Value
Evolve Customers Smoothly to a Single Advanced Next-Generation SIP-based Contact Center Platform
Continue the Current Data Networking Roadmap
© 2009 Avaya Inc. All rights reserved. 21
© 2009 Avaya Inc. All rights reserved.

22. Customer Roadmap Routes
Grow
Unified communications architecture
New capabilities acceleration
Customized, industry-specific solutions
Extend
Protect
Application availability and extension
Protect
Richer support and professional services
Investment protection, order availability
© 2009 Avaya Inc. All rights reserved. 22
© 2009 Avaya Inc. All rights reserved.

23. Business Impacting Expert Open Avaya Will Lead Main Office
Branch Office
Data Center
Suppliers
Clients
Remote Workers
Mobile Workers
© 2009 Avaya Inc. All rights reserved. 23

24. Avaya Named to the 2009 World’s Most Ethical Companies List
Leadership Positions
Avaya Named to the 2009 World’s Most Ethical Companies List
Gartner Magic Quadrant
* Enterprise Comm Leader
* UC Leader
#1 Telephony Solutions revenue share1
#1 Unified Communications revenue share1
#1 Audio Conferencing licenses 6
#1 Enterprise messaging revenue share 3
Unified Communications
Gartner Magic Quadrant Leader
* Contact Center Infrastructure
* Interactive Voice Response
* Enterprise Voice Portals
#1 Contact Center / ACD revenue share 4
#2 Outbound Dialers
(NA revenue share) 2
#2 CTI (APAC share)2
Contact Center
#2 in lines shipped for SME Telephony Systems5
Small & Mid Enterprise
# 1 revenue share in Maintenance Services WW 7
[1] Dell’Oro Group; [2] Frost & Sullivan; [3] T3i Group; [4] Gartner, Inc; [5] Canalys 6] MZA, Ltd .[7] Intellicom Analytics; all share stats for calendar 2008
The leadership positions noted in this slide are for Avaya only (Nortel figures not included). With the exception of the 3 pieces of data noted in the table above, these leadership positions are based on calendar year 2008 data. Full calendar year 2009 data is not yet available.
Avaya Inc. and Gartner, Inc.are both owned in part by Silver Lake, a leading financial investment firm. Gartner research is produced independently by Gartner analysts, without influence, review or approval of their outside investors or shareholders. For further information on the independence and integrity of Gartner research, see Guiding Principles On Independence and Objectivity on Gartner’s website, 24

25. Major Vendor Positions through Calendar 2008 in Worldwide Unified Communications Segments
Metric
Date
Pos %
Unified Communications [1]
Revenues
2008 #1
21% #4
11% #2
18% #3 #5
10%
Telephony Systems [1]
19% 8%
13%
14%
SME Telephony Systems [2]
Lines 7% #6
Contact Center/ACD [3]
35% 3%
12% #8 2%
Enterprise Messaging [4]
16%
17% #9 4%
Audio Conferencing [5]
Licenses
24% 6%
Enterprise Product Support [3] 5%
#14 1%
#15
Software Support [3]
#18
#47
<1% #7
Maintenance Services [6]
N/A
NEC holds the leadership position in SME Telephony Systems at 11.3% in 2008
Genesys holds the #2 position in WW ACD/Call Center market at 15%
Source Documents:
Dell’Oro Group, Enterprise Telephony Report, 3Q09, November, 2009
Canalys, Worldwide Unified Communications Call Control Market, Q3 2009, December, 2009
Gartner, Inc., Market Share, Contact Center, Worldwide, 2008, D. Kraus, March, 2009
T3i Group, InfoTrack for Converged Applications, Full Year 2008, Messaging, May, 2009
MZA, Ltd., The World UC Applications Market, 2009 Edition, June, 2009
Gartner, Inc., Network & Internet Services Worldwide Market Share (Final), E. Goodness, August, 2009
IntelliCom Analytics, Services Market Dashboard, YE 2008 Global Lifecycle Services Market Workbook, May, 2009
Notes
Results for Alcatel/Lucent contain only those specifically listed as such in the analyst report
Telephony Systems includes Key/Hybrid, PBX and IP-PBX systems; we had referred to this as “Enterprise Telephony” in prior reports
SME Telephony Systems defined as systems with 20 – 99 lines
Avaya SME efforts are primarily focused in EMEA and North America
Enterprise Messaging is the sum of Unified Messaging and Traditional Voice Messaging
Enterprise Product Support services refer to labor-based services for hardware or software, which can be performed by the manufacturer of the product or parties other than the vendor that created the product
Software Support Services are generally technical support or break/fix services that are delivered for specific software products including revenue derived from long-term technical-support contracts or pay-as-you-go, incident-based support
Maintenance Services are preventive and remedial services that physically repair or optimize hardware and software products, including basic installation, contract maintenance and per-incident repair, both on-site and at a centralized repair depot
Sources: [1] Dell’Oro Group; [2] Canalys; [3] Gartner, Inc.; [4] T3i Group; [5] MZA Ltd.; [6] IntelliCom Analytics
Avaya Inc. and Gartner, Inc. are both owned in part by Silver Lake, a leading financial investment firm. Gartner research is produced independently by Gartner analysts, without influence, review or approval of their outside investors or shareholders. For further information on the independence and integrity of Gartner research, see Guiding Principles On Independence and Objectivity on Gartner’s website, 25
NOTE: Do not 'combine' historic Avaya and Nortel share numbers and label as Avaya in documents or presentations.  Instead, use slides with figures for both companies and speak to the strength of the combined company going forward. Historic share published by analysts on Nortel include results for LG-Nortel and other items not included in the going-forward business. 25

26. Industry Solution Leadership
Avaya Products and Solutions Used Worldwide in:
Highest-performing health care & equipment companies (Forbes)
70% of the largest global banks*
10,000+ educational institutions*
24+ Country-level Governments including the US Department of Defense in all 50 states*
1O million business users leverage Avaya solutions every day
100 million messages are delivered daily....
Over 90% of the Fortune 500 leverage Avaya communications
Official Converged Network Infrastructure Supplier for the 2010 Vancouver Olympics
Avaya now has roughly 33% of the worldwide market share in the IP telephony market (IDC)
Data and facts (including installed-base data ports) were provided by Skip MacAskill (via ppt). This data comes from NES’s customer database.
Voice lines figure is based on (1) data in Skip MacAskill’s ppt plus, (2) July 08 worldwide base shares posted by Bruce Weiskopf at
In pursuit of targeted performance levels, we do not strive to be all things to all people. That is not our strategy. Instead, we select our verticals very carefully, paying special attention to verticals for which we have real solutions to real business issues. We have developed reference architectures for each vertical in order to enable a multi-vendor, best-of-breed approach to communications that integrates communications into specific environments. An environment, for example, could be composed of a group of business users who, based on the fact that they all have the same communications needs, are included in a given “environment”. Other examples are different enterprise environments, industry-specific environments, or country-specific enterprises. The reference architecture for differing environments is layered, consisting of an access and integration layer, a solutions layer, and a core communication services layer all of which tie into the communications infrastructure layer. It is layering that enables the flexibility to make different choices, to emphasize different areas of investment at different times, and to be able to take advantage of market innovations from multiple vendors without being locked into a monolithic single vendor system. And, by leveraging our technology, we create compelling applications ( FOR PARTNERS YOU CAN GO ON TO STATE THAT LEVERAGING OUR TECHNOLOGY TO CREATE COMPELLING APPLICATIONS THAT TRANSLATE INTO SELLING OPPORTUNITIES FOR OUR PARTNERS. ) offering 2-to-3 major high value applications per vertical. ( FOR PARTNERS YOU CAN ADD THAT WE DEVELOP THESE APPLICATIONS TO ENABLE PARTNERS TO SELL HIGHER UP IN THE ORGANIZATION. ) Two such applications are Avaya Notification System and the Avaya Guest Media Hub.
Avaya Notification System (ANS): Avaya Notification System, designed to address, the “emergency notification” or “mass notification” systems market, is a $350 - $400-million market in North America today. And, despite the current economic down turn, this market segment continues to see growth of 15% - 20% CAGR as concerns over public safety and improving a corporations ability to respond to crisis or business critical events continue driving demand. Currently, the “emergency notification” or “mass notification” systems market is a highly fragmented market with many vertical niche players offering both CPE and hosted solutions. Due to the convergence of IP and traditional telephony this market is experiencing a technology refresh as corporations, organizations and institutions seek to maximize the return on such investment by more deeply integrating the capabilities with critical business systems. This integration can help reduce latency in business operations and drive out cost. This sub-segment of the market is often referred to as Communications Enabling Business Processes (CEBP) or Communications Enabling Applications (CEA). The CEBP or CEA market ($70-Million), an emerging market, can be considered a sub-segment of this broader “emergency notification” or “mass notification” systems market. The CEBP or CEA “notification” sub-segment, estimated at $30m, while smaller is seeing more rapid growth with estimates ranging from 50-70% CAGR (Gartner Dataquest). For more info, partners and other associates should contact their Avaya Professional Services Development Manager. Offer questions should be directed to Mary Humecke at or (For more ANS, SEE “Quagga” just below “Guest Media Hub”.)
Avaya Guest Media Hub (GMH): The GMH is designed to meet demands of hoteliers and the business and leisure travelers they engage with. Resembling a high-end mobile phone, the SIP-based guest media hub is provided by hoteliers to incoming guests who use it as an alarm clock, to control heating and cooling in their room, order food and beverages, or take advantage of its always-on Web access to find local entertainment or to enjoy Facebook, YouTube, Twitter, Google mail, etc. Designed to enhance the guest experience, improve staff productivity, and create opportunities for incremental revenue and cost-savings, the hub provides property owners an easy entry point for co-operative marketing with local venues as well as robust analytics that can pinpoint usage trends enabling campaign base lining. It can be used to promote the property’s brand image via property-specific applications such as video concierge, property tours, and real-time, full-motion video views of the bar, pool, spa, health club and restaurants. The guest media hub device is tightly integrated with the Avaya Integrated Hospitality Ecosystem enabling hoteliers to leverage Avaya’s powerful call center heritage to enhance revenue opportunities through presence-based guest information. For more information partners and associates can contact their Avaya Professional Services Hospitality Support Team member, or Daryl Page at or Paris Pitts, , Greg Poirier, , or Lina Amberg, ,
Quagga, an Avaya Platinum Partner, offers a solution that shows how an application centralized on a SIP architecture with Avaya Aura™ simplifies and reduces the cost of automating clinical processes for healthcare organizations. These same solutions can also be used to introduce communications enabled business processes (CEBP) into any organization. The Quagga solution combines the industry-leading business process management (BPM) software from Savvion with Avaya Notification Solution (ANS), a real-time multi-channel notification delivery service based on Avaya Aura™. The joint solution helps contact centers, financial services, telecom, healthcare and life sciences organizations improve their business processes with automated communications. The solution can make it easier for these organizations to design, develop, deploy and optimize automated business processes that have the ability to initiate, manage and respond to two-way communications using voice, IP phone applications (e.g. Text Display, Audio Push, response via soft keys), SMS Messaging, and .
*Source: NES customer database 26

27. Customer Service Expertise
80% of BusinessWeek 2008 ‘Customer Service Champs’ chose Avaya for customer contact*
* partial list shown 27

28. Global Support Services Providing Best-in-Class Remote Monitoring, Diagnostics, & Trouble Resolution
~6800 services professionals, 26 combined network operations and technical support centers via EXPERT SystemsSM watching over customers and supporting partners with round-the-clock support
Shift 4
Shift 3
Shift 2
Maidenhead
Russia
Shift 1
Netherlands UK
Ottawa
Germany
Canada
Belgium
Hungary
Billerica
France
Santa Clara
Switzerland
Austria
Japan
China
Denver
Raleigh
Spain
Milpitas
Italy
Coppell,
Richardson
Gurgaon
India
Hong Kong
Bangalore
Mexico
Colombia
Singapore
Brazil
Argentina
Australia 28

29. Conclusion

30. Summary Strong Market Leader Innovation
Global Coverage
Financial Health
History in Technological Leadership
Innovation
Vision for Context-Aware, Sessions-Based Communications
Avaya Aura™ Architecture
Open, Standards-based on SIP and SOA
Reliability, Security, Use-ability
Market Leadership & Expertise in UC & CC applications
© 2009 Avaya Inc. All rights reserved.

31. What You Can Expect from Avaya
Relentless Focus on Ease of Doing Business
Investment in Innovation
Simplification
Customer Centric Focus
Increased Investment in Developing Our Channel Ecosystem 31
© 2009 Avaya Inc. All rights reserved. 31

32. thank you
name
phone 32