Form 8-K CIENA CORP For: May 31

May 31, 2018 7:04 AM




UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549

FORM 8‑K


CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 31, 2018


Ciena Corporation (Exact Name of Registrant as Specified in Its Charter)

Delaware (State or Other Jurisdiction of Incorporation)

001-36250		23-2725311
(Commission File Number)		(IRS Employer Identification No.)

7035 Ridge Road, Hanover, MD		21076
(Address of Principal Executive Offices)		(Zip Code)

(410) 694-5700
(Registrant's Telephone Number, Including Area Code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02 – RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On May 31, 2018, Ciena Corporation ("Ciena") issued a press release announcing its financial results for its second fiscal quarter ended April 30, 2018. The text of the press release is furnished as Exhibit 99.1 to this Report. As discussed in this press release, Ciena will be hosting an investor call to discuss its results of operations for its second fiscal quarter ended April 30, 2018.

In conjunction with the issuance of this press release, Ciena posted to the quarterly results page of the Investors section of www.ciena.com an accompanying investor presentation. The investor presentation is furnished as Exhibit 99.2 to this Report.

The information in Exhibits 99.1 and 99.2, as well as Item 2.02 of this Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended. Investors are encouraged to review the “Investors” page of our website at www.ciena.com because, as with the other disclosure channels that we use, from time to time we may post material information exclusively on that site.

ITEM 8.01 – OTHER EVENTS

On May 31, 2018, Ciena issued a press release announcing that it has entered into a definitive agreement to acquire privately-held Packet Design, LLC, a provider of network performance management software focused on Layer 3 network optimization, topology and route analytics. The transaction is expected to close during Ciena’s fiscal third quarter 2018 and is subject to customary closing conditions. A copy of the press release is attached hereto as Exhibit 99.3 and incorporated by reference herein.

ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS



(d)	The following exhibit is being filed herewith:

	Exhibit Number	Description of Document

	Exhibit 99.1	Text of Press Release dated May 31, 2018, issued by Ciena Corporation, reporting its results of operations for its second fiscal quarter ended April 30, 2018
	Exhibit 99.2	Investor Presentation for Ciena Corporation's second fiscal quarter ended April 30, 2018
	Exhibit 99.3	Text of Press Release dated May 31, 2018, issued by Ciena Corporation, announcing its agreement to acquire Packet Design, LLC

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



	Ciena Corporation


Date: May 31, 2018	By:	/S/ David M. Rothenstein
		David M. Rothenstein
		Senior Vice President, General Counsel and Secretary

FOR IMMEDIATE RELEASE

Ciena Reports Fiscal Second Quarter 2018 Financial Results

Announces Intent to Acquire Packet Design to Accelerate Automation Software Strategy

HANOVER, Md. - May 31, 2018 - Ciena^®Corporation (NYSE: CIEN)


•	Q2 Revenue: $730.0 million, increasing 3% year over year


•	Q2 Net Income per Share: $0.09 GAAP; $0.23 adjusted (non-GAAP)


•	Share Repurchases: Repurchased approximately 1.4 million shares of common stock for an aggregate price of $33.4 million during the quarter

Ciena, a network strategy and technology company, today announced unaudited financial results for its fiscal second quarter ended April 30, 2018.

Ciena President and CEO Gary B. Smith remarked: "We delivered strong revenue and record order flow in the second quarter as we continue to broaden our leadership and capture market share. Gross margin was impacted by several new, international service provider deployments in their early stages; however, we are confident in our ability to return to our normalized gross margin levels. We anticipate strong revenue growth in the second half of fiscal 2018 and we remain confident in our three-year financial targets."

For the fiscal second quarter 2018, Ciena reported revenue of $730.0 million as compared to $707.0 million for the fiscal second quarter 2017.

Ciena's GAAP net income for the fiscal second quarter 2018 was $13.9 million, or $0.09 per diluted common share, which compares to a GAAP net income of $38.0 million, or $0.25 per diluted common share, for the fiscal second quarter 2017.

Ciena's adjusted (non-GAAP) net income for the fiscal second quarter 2018 was $33.8 million, or $0.23 per diluted common share, which compares to an adjusted (non-GAAP) net income of $48.2 million, or $0.30 per diluted common share, for the fiscal second quarter 2017.

Fiscal Second Quarter 2018 Performance Summary

The tables below (in millions, except percentage data) provide comparisons of certain quarterly results to the prior year. Appendix A and B set forth reconciliations between the GAAP and adjusted (non-GAAP) measures contained in this release.



	GAAP Results
	Q2			Q2			Period Change
	FY 2018			FY 2017				Y-T-Y*
Revenue	$	730.0		$	707.0			3.3	%
Gross margin	40.2		%	45.0		%		(4.8	)%
Operating expense	$	261.2		$	260.4			0.3	%
Operating margin	4.4		%	8.2		%		(3.8	)%



	Non-GAAP Results
	Q2			Q2			Period Change
	FY 2018			FY 2017				Y-T-Y*
Revenue	$	730.0		$	707.0			3.3	%
Adj. gross margin	40.7		%	45.7		%		(5.0	)%
Adj. operating expense	$	240.6		$	234.6			2.6	%
Adj. operating margin	7.7		%	12.5		%		(4.8	)%
Adj. EBITDA	$	77.1		$	107.6			(28.3	)%

* Denotes % change, or in the case of margin, absolute change



	Revenue by Segment
	Q2 FY 2018			Q2 FY 2017
	Revenue		%**	Revenue		%**
Networking Platforms
Converged Packet Optical	$	527.9	72.4	$	505.2	71.4
Packet Networking	63.8		8.7	66.3		9.4
Total Networking Platforms	591.7		81.1	571.5		80.8

Software and Software-Related Services
Software Platforms	12.5		1.7	13.1		1.9
Software-Related Services	26.2		3.6	24.6		3.5
Total Software and Software-Related Services	38.7		5.3	37.7		5.4

Global Services
Maintenance Support and Training	60.9		8.3	58.2		8.2
Installation and Deployment	28.2		3.9	28.7		4.1
Consulting and Network Design	10.5		1.4	10.9		1.5
Total Global Services	99.6		13.6	97.8		13.8

Total	$	730.0	100.0	$	707.0	100.0

Additional Performance Metrics for Fiscal Second Quarter 2018



	Revenue by Geographic Region
	Q2 FY 2018			Q2 FY 2017
	Revenue		% **	Revenue		% **
North America	$	431.2	59.1	$	424.4	60.0
Europe, Middle East and Africa	121.7		16.7	105.8		15.0
Caribbean and Latin America	25.1		3.4	33.9		4.8
Asia Pacific	152.0		20.8	142.9		20.2
Total	$	730.0	100.0	$	707.0	100.0

** Denotes % of total revenue


•	U.S. customers contributed 53.8% of total revenue


•	One customer accounted for greater than 10% of revenue and represented 12% of total revenue


•	Cash and investments totaled $979.6 million


•	Cash flow from operations totaled $37.4 million


•	Free cash flow totaled $31.1 million


•	Average days' sales outstanding (DSOs) were 80


•	Accounts receivable balance was $647.4 million


•	Inventories totaled $231.3 million, including:


◦	Raw materials: $48.4 million


◦	Work in process: $13.2 million


◦	Finished goods: $165.7 million


◦	Deferred cost of sales: $55.2 million


◦	Reserve for excess and obsolescence: $(51.2) million


•	Product inventory turns were 6.4


•	Headcount totaled 5,688

Acquisition of Packet Design

Ciena also announced today that it has entered into a definitive agreement to acquire privately-held Packet Design, LLC, a provider of network performance management software focused on Layer 3 network optimization, topology and route analytics. The acquisition is intended to accelerate Ciena's Blue Planet software strategy, extending its intelligent automation capabilities into IP with critical new features that help customers optimize service delivery and maximize network utilization.

Supplemental Materials and Live Web Broadcast of Unaudited Fiscal Second Quarter 2018 Results

Today, Thursday, May 31, 2018, in conjunction with this announcement, Ciena has posted to the Quarterly Results page of the Investor Relations section of its website supporting materials for its unaudited fiscal second quarter 2018 results.

Ciena's management will also host a discussion today with investors and financial analysts that will include the Company's fiscal third quarter outlook. The live audio web broadcast beginning at 8:30 a.m. Eastern will be accessible via www.ciena.com. An archived replay of the live broadcast will be available shortly following its conclusion on the Investor Relations page of Ciena's website.

Notes to Investors

Forward-Looking Statements. You are encouraged to review the Investors section of our website, where we routinely post press releases, SEC filings, recent news, financial results, supplemental financial information, and other announcements. From time to time we exclusively post material information to this website along with other disclosure channels that we use. This press release contains certain forward-looking statements that involve risks and uncertainties. These statements are based on current expectations, forecasts, assumptions and other information available to the Company as of the date hereof. Forward-looking statements include statements regarding Ciena's expectations, beliefs, intentions or strategies regarding the future and can be identified by forward-looking words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "should," "will," and "would" or similar words. Forward-looking statements in this release include: "We delivered strong revenue and record order flow in the second quarter as we continue to broaden our leadership and capture market share."; "Gross margin was impacted by several new, international service provider deployments in their early stages; however, we are confident in our ability to return to our normalized gross margin levels."; "We anticipate strong revenue growth in the second half of fiscal 2018 and we remain confident in our three-year financial targets."

Ciena's actual results, performance or events may differ materially from these forward-looking statements made or implied due to a number of risks and uncertainties relating to Ciena's business, including: the effect of broader economic and market conditions on our customers and their business; changes in network spending or network strategy by customers; seasonality and the timing and size of customer orders, including our ability to recognize revenue relating to such sales; the level of competitive pressure we encounter; the product, customer and geographic mix of sales within the period; supply chain disruptions and the level of success relating to efforts to optimize Ciena's operations; changes in foreign currency exchange rates affecting revenue and operating expense; the impact of the Tax Cuts and Jobs Act, changes in estimates of prospective income tax rates and any adjustments to Ciena's provisional estimates whether related to further guidance, analysis or otherwise, and the other risk factors disclosed in Ciena's periodic reports filed with the Securities and Exchange Commission, including its Quarterly Report on Form 10-Q filed with the SEC on March 7, 2018 and its Annual Report on Form 10-K filed with the SEC on December 22, 2017. Ciena assumes no obligation to update any forward-looking information included in this press release.

Non-GAAP Presentation of Quarterly and Annual Results. This release includes non-GAAP measures of Ciena's gross profit, operating expense, income from operations, earnings before interest, tax, depreciation and amortization (EBITDA), Adjusted EBITDA, and measures of net income and net income per share. In evaluating the operating performance of Ciena's business, management excludes certain charges and credits that are required by GAAP. These items share one or more of the following characteristics: they are unusual and Ciena does not expect them to recur in the ordinary course of its business; they do not involve the expenditure of cash; they are unrelated to the ongoing operation of the business in the ordinary course; or their magnitude and timing is largely outside of Ciena's control. Management believes that the non-GAAP measures below provide management and investors useful information and meaningful insight to the operating performance of the business. The presentation of these non-GAAP financial measures should be considered in addition to Ciena's GAAP results and these measures are not intended to be a substitute for the financial information prepared and presented in accordance with GAAP. Ciena's non-GAAP measures and the related adjustments may differ from non-GAAP measures used by other companies and should only be used to evaluate Ciena's results of operations in conjunction with our corresponding GAAP results. To the extent not previously disclosed in a prior Ciena financial results press release, Appendix A and B to this press release set forth a complete GAAP to non-GAAP reconciliation of the non-GAAP measures contained in this release.

About Ciena. Ciena (NYSE: CIEN) is a network strategy and technology company. We translate best-in-class technology into value through a high-touch, consultative business model - with a relentless drive to create exceptional experiences measured by outcomes. For updates on Ciena, follow us on Twitter @Ciena, LinkedIn, the Ciena Insights blog, or visit www.ciena.com.

CIENA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)



	Quarter Ended April 30,						Six Months Ended April 30,
	2018			2017			2018			2017
Revenue:
Products	$	604,226		$	584,630		$	1,129,835		$	1,091,623
Services	125,752			122,392			246,278			236,896
Total revenue	729,978			707,022			1,376,113			1,328,519
Cost of goods sold:
Products	372,568			327,295			685,688			614,106
Services	64,103			61,487			125,353			122,388
Total cost of goods sold	436,671			388,782			811,041			736,494
Gross profit	293,307			318,240			565,072			592,025
Operating expenses:
Research and development	116,924			121,623			235,448			238,492
Selling and marketing	97,359			88,551			185,874			173,553
General and administrative	38,976			34,990			77,382			70,854
Amortization of intangible assets	3,623			10,980			7,246			25,531
Significant asset impairments and restructuring costs	4,359			4,276			10,320			6,671
Total operating expenses	261,241			260,420			516,270			515,101
Income from operations	32,066			57,820			48,802			76,924
Interest and other income (loss), net	1,296			(2,918		)	2,871			(2,548		)
Interest expense	(13,031		)	(13,308		)	(26,765		)	(28,511		)
Income before income taxes	20,331			41,594			24,908			45,865
Provision for income taxes ¹	6,475			3,568			484,415			3,978
Net income (loss)	$	13,856		$	38,026		$	(459,507	)	$	41,887

Net Income(loss) per Common Share
Basic net income(loss) per common share	$	0.10		$	0.27		$	(3.19	)	$	0.30
Diluted net income(loss) per potential common share ²	$	0.09		$	0.25		$	(3.19	)	$	0.29

Weighted average basic common shares outstanding	143,975			141,743			143,948			141,223
Weighted average dilutive potential common shares outstanding³	147,973			165,273			143,948			147,842

1.The provision for income taxes for fiscal 2018 is primarily related to the enactment of the Tax Cuts and Jobs Act. These amounts are provisional and reflect management’s current estimates and current interpretations of the Tax Cuts and Jobs Act. These amounts may require adjustment in future periods as additional guidance under the Tax Cuts and Jobs Act becomes available and analysis of its provisions is completed. As of April 30, 2018, Ciena has net deferred tax assets of approximately $734.8 million, and consequently, over the near term, Ciena's cash taxes will continue to be primarily related to state taxes and tax expense of Ciena's foreign subsidiaries, which amounts have not historically been significant. Ciena's foreign and domestic income tax expense for the second quarter of fiscal 2018 and 2017 expected to be paid using cash was $2.0 million and $3.6 million, respectively. Ciena's foreign and domestic income tax expense for the six months ended April 30, 2018 and 2017 expected to be paid using cash was $3.0 million and $4.0 million, respectively.

2. The calculation of GAAP diluted net income per common share for the second quarter of fiscal 2017 requires adding back interest expense of approximately $0.5 million associated with Ciena's 0.875% convertible senior notes, which were paid at maturity during the third quarter of fiscal 2017, and approximately $3.6 million associated with Ciena's "Original" 3.75% convertible senior notes, due October 15, 2018 to the GAAP net income in order to derive the numerator for the diluted earnings per common share calculation.

The calculation of GAAP diluted net income per common share for the first six months of fiscal 2017 requires adding back interest expense of approximately $1.1 million associated with Ciena's 0.875% convertible senior notes, which were paid at maturity during the third quarter of fiscal 2017, to the GAAP net income in order to derive the numerator for the diluted earnings per common share calculation.

3. Weighted average dilutive potential common shares outstanding used in calculating GAAP diluted net income per common share for the second quarter of fiscal 2018 includes 1.3 million shares underlying certain stock options and restricted stock units and 2.7 million shares underlying Ciena's "New" 3.75% convertible senior notes, due October 15, 2018.

Weighted average dilutive potential common shares outstanding used in calculating GAAP diluted net income per common share for the second quarter of fiscal 2017 includes 1.3 million shares underlying certain stock options and restricted stock units, 4.9 million shares underlying Ciena's 0.875% convertible senior notes, which were paid at maturity during the third quarter of fiscal 2017 and 17.4 million shares underlying Ciena's "Original" 3.75% convertible senior notes, due October 15, 2018.

Weighted average dilutive potential common shares outstanding used in calculating GAAP diluted net income per common share for the first six months of fiscal 2017 includes 1.4 million shares underlying certain stock options and restricted stock units and 5.2 million shares underlying Ciena's 0.875% convertible senior notes, which were paid at maturity during the third quarter of fiscal 2017.

CIENA CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

(unaudited)



	April 30, 2018			October 31, 2017
ASSETS
Current assets:
Cash and cash equivalents	$	652,096		$	640,513
Short-term investments	268,584			279,133
Accounts receivable, net	647,380			622,183
Inventories	231,338			267,143
Prepaid expenses and other	186,024			197,339
Total current assets	1,985,422			2,006,311
Long-term investments	58,895			49,783
Equipment, building, furniture and fixtures, net	298,631			308,465
Goodwill	267,442			267,458
Other intangible assets, net	90,573			100,997
Deferred tax asset, net	734,824			1,155,104
Other long-term assets	70,767			63,593
Total assets	$	3,506,554		$	3,951,711
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	264,398		$	260,098
Accrued liabilities and other short-term obligations	270,231			322,934
Deferred revenue	101,918			102,418
Current portion of long-term debt	353,208			352,293
Total current liabilities	989,755			1,037,743
Long-term deferred revenue	76,725			82,589
Other long-term obligations	110,417			111,349
Long-term debt, net	585,538			583,688
Total liabilities	$	1,762,435		$	1,815,369
Stockholders’ equity:
Preferred stock – par value $0.01; 20,000,000 shares authorized; zero shares issued and outstanding	—			—
Common stock – par value $0.01; 290,000,000 shares authorized; 143,427,976 and 143,043,227 shares issued and outstanding	1,434			1,430
Additional paid-in capital	6,810,226			6,810,182
Accumulated other comprehensive income (loss)	(5,072		)	(11,017		)
Accumulated deficit	(5,062,469		)	(4,664,253		)
Total stockholders’ equity	1,744,119			2,136,342
Total liabilities and stockholders’ equity	$	3,506,554		$	3,951,711

CIENA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)



	Six Months Ended April 30,
	2018			2017
Cash flows provided by operating activities:
Net income (loss)	$	(459,507	)	$	41,887
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation of equipment, building, furniture and fixtures, and amortization of leasehold improvements	41,400			35,548
Share-based compensation costs	26,559			24,830
Amortization of intangible assets	11,824			33,466
Deferred taxes	481,401			—
Provision for inventory excess and obsolescence	14,977			19,623
Provision for warranty	10,565			2,347
Other	12,645			10,416
Changes in assets and liabilities:
Accounts receivable	(28,055		)	9,381
Inventories	20,420			(95,554		)
Prepaid expenses and other	2,623			(15,054		)
Accounts payable, accruals and other obligations	(55,986		)	(24,974		)
Deferred revenue	(5,736		)	3,832
Net cash provided by operating activities	73,130			45,748
Cash flows used in investing activities:
Payments for equipment, furniture, fixtures and intellectual property	(31,946		)	(60,328		)
Restricted cash	54			—
Purchase of available for sale securities	(198,026		)	(179,833		)
Proceeds from maturities of available for sale securities	200,000			180,000
Settlement of foreign currency forward contracts, net	132			(2,965		)
Purchase of cost method investment	(767		)	—
Net cash used in investing activities	(30,553		)	(63,126		)
Cash flows used in financing activities:
Payment of long term debt	(2,000		)	(47,296		)
Payment for modification of term loans	—			(93,625		)
Payment of capital lease obligations	(1,868		)	(1,528		)
Repurchases of common stock-repurchase program	(38,036		)	—
Proceeds from issuance of common stock	11,804			10,345
Net cash used in financing activities	(30,100		)	(132,104		)
Effect of exchange rate changes on cash and cash equivalents	(894		)	490
Net increase (decrease) in cash and cash equivalents	11,583			(148,992		)
Cash and cash equivalents at beginning of period	640,513			777,615
Cash and cash equivalents at end of period	$	652,096		$	628,623
Supplemental disclosure of cash flow information
Cash paid during the period for interest	$	21,843		$	23,439
Cash paid during the period for income taxes, net	$	15,136		$	11,379
Non-cash investing activities
Purchase of equipment in accounts payable	$	3,226		$	3,818
Building subject to capital lease	$	—		$	20,695
Non-cash financing activities
Repurchase of common stock in accrued liabilities from repurchase program	$	1,111		$	—



APPENDIX A - Reconciliation of Adjusted (Non- GAAP) Quarterly Measures (unaudited)

	Quarter Ended April 30,
	2018			2017
Gross Profit Reconciliation (GAAP/non-GAAP)
GAAP gross profit	$	293,307		$	318,240
Share-based compensation-products	824			708
Share-based compensation-services	722			679
Amortization of intangible assets	2,289			3,623
Total adjustments related to gross profit	3,835			5,010
Adjusted (non-GAAP) gross profit	$	297,142		$	323,250
Adjusted (non-GAAP) gross profit percentage	40.7		%	45.7		%

Operating Expense Reconciliation (GAAP/non-GAAP)
GAAP operating expense	$	261,241		$	260,420
Share-based compensation-research and development	3,796			3,653
Share-based compensation-sales and marketing	3,760			3,513
Share-based compensation-general and administrative	5,109			3,417
Amortization of intangible assets	3,623			10,980
Significant asset impairments and restructuring costs	4,359			4,276
Total adjustments related to operating expense	20,647			25,839
Adjusted (non-GAAP) operating expense	$	240,594		$	234,581

Income from Operations Reconciliation (GAAP/non-GAAP)
GAAP income from operations	$	32,066		$	57,820
Total adjustments related to gross profit	3,835			5,010
Total adjustments related to operating expense	20,647			25,839
Total adjustments related to income from operations	24,482			30,849
Adjusted (non-GAAP) income from operations	$	56,548		$	88,669
Adjusted (non-GAAP) operating margin percentage	7.7		%	12.5		%

Net Income Reconciliation (GAAP/non-GAAP)
GAAP net income	$	13,856		$	38,026
Exclude GAAP provision for income taxes	6,475			3,568
Income before income taxes	$	20,331		$	41,594
Total adjustments related to income from operations	24,482			30,849
Non-cash interest expense	759			526
Modification of debt	—			2,924
Adjusted income before income taxes	$	45,572		$	75,893
Non-GAAP tax provision on adjusted income before income taxes	11,789			27,701
Adjusted (non-GAAP) net income	$	33,783		$	48,192

Weighted average basic common shares outstanding	143,975			141,743
Weighted average dilutive potential common shares outstanding ¹	151,011			174,471

Net Income per Common Share
GAAP diluted net income per common share	$	0.09		$	0.25
Adjusted (non-GAAP) diluted net income per common share ²	$	0.23		$	0.30

Weighted average dilutive potential common shares outstanding used in calculating Adjusted (non-GAAP) diluted net income per common share for the second quarter of fiscal 2018 includes 1.3 million shares underlying certain stock options and restricted stock units, 2.7 million shares underlying Ciena's "New" 3.75% convertible senior notes, due October 15, 2018 and 3.0 million shares underlying Ciena's "Original" 3.75% convertible senior notes, due October 15, 2018.

Weighted average dilutive potential common shares outstanding used in calculating Adjusted (non-GAAP) diluted net income per common share for the second quarter of fiscal 2017 includes 1.3 million shares underlying certain stock options and restricted stock units, 4.9 million shares underlying Ciena's 0.875% convertible senior notes, which were paid at maturity during the third quarter of fiscal 2017, 17.4 million shares underlying Ciena's "Original" 3.75% convertible senior notes, due October 15, 2018 and 9.2 million shares underlying Ciena's 4.0% convertible senior notes, due December 15, 2020.


2.	The calculation of Adjusted (non-GAAP) diluted net income per common share for the second quarter of fiscal 2018 requires adding back interest expense of approximately $0.5 million associated with Ciena's "Original" 3.75% convertible senior notes, due October 15, 2018 to the Adjusted (non-GAAP) net income in order to derive the numerator for the Adjusted earnings per common share calculation.

The calculation of Adjusted (non-GAAP) diluted net income per common share for the second quarter of fiscal 2017 requires adding back interest expense of approximately $0.3 million associated with Ciena's 0.875% convertible senior notes, which were paid at maturity during the third quarter of fiscal 2017, approximately $2.3 million associated with Ciena's "Original" 3.75% convertible senior notes, due October 15, 2018 and approximately $1.8 million associated with Ciena's 4.0% convertible senior notes, due December 15, 2020 to the Adjusted (non-GAAP) net income in order to derive the numerator for the Adjusted earnings per common share calculation.



APPENDIX B - Calculation of EBITDA and Adjusted EBITDA (unaudited)

	Quarter Ended April 30,
	2018		2017
Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA)
Net income (GAAP)	$	13,856	$	38,026
Add: Interest expense	13,031		13,308
Less: Interest and other income (loss), net	1,296		(2,918		)
Add: Provision for income taxes	6,475		3,568
Add: Depreciation of equipment, building, furniture and fixtures, and amortization of leasehold improvements	20,567		18,849
Add: Amortization of intangible assets	5,912		14,602
EBITDA	$	58,545	$	91,271
Add: Shared-based compensation cost	14,166		12,005
Add: Significant asset impairments and restructuring costs	4,359		4,276
Adjusted EBITDA	$	77,070	$	107,552

* * *

The adjusted (non-GAAP) measures above and their reconciliation to Ciena's GAAP results for the periods presented reflect adjustments relating to the following items:


•	Share-based compensation - a non-cash expense incurred in accordance with share-based compensation accounting guidance.


•	Amortization of intangible assets - a non-cash expense arising from the acquisition of intangible assets, principally developed technologies and customer-related intangibles, that Ciena is required to amortize over its expected useful life.


•	Significant asset impairments and restructuring costs - costs incurred as a result of restructuring activities taken to align resources with perceived market opportunities.


•	Non-cash interest expense - a non-cash debt discount expense amortized as interest expense during the term of Ciena's 4.0% senior convertible notes due December 15, 2020 relating to the required separate accounting of the equity component of these convertible notes.


•	Modification of debt - costs incurred as a result of the modification of debt to refinance then existing term loans.

•

Non-GAAP tax provision - consists of current and deferred income tax expense commensurate with the level of adjusted income before income taxes and utilizes a current, blended U.S. and foreign statutory annual tax rate of 25.87% for the second fiscal quarter of 2018, and 36.5% for the second fiscal quarter of 2017. This rate may be subject to change in the future, including as a result of changes in tax policy or tax strategy.

Forward-looking statements and non-GAAP measures Information in this presentation and related comments of presenters contain a number of forward-looking statements. These statements are based on current expectations, forecasts, assumptions and other information available to the Company as of the date hereof. Forward-looking statements include Ciena’s long-term financial targets, prospective financial results, return of capital plans, business strategies, expectations about its addressable markets and market share, and business outlook for future periods, as well as statements regarding Ciena’s expectations, beliefs, intentions or strategies regarding the future. Often, these can be identified by forward-looking words such as “target” “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” “will,” and “would” or similar words. Ciena's actual results, performance or events may differ materially from these forward-looking statements made or implied due to a number of risks and uncertainties relating to Ciena's business, including: the effect of broader economic and market conditions on our customers and their business; changes in network spending or network strategy by our customers; seasonality and the timing and size of customer orders, including our ability to recognize revenue relating to such sales; the level of competitive pressure we encounter; the product, customer and geographic mix of sales within the period; supply chain disruptions and the level of success relating to efforts to optimize Ciena's operations; changes in foreign currency exchange rates affecting revenue and operating expense; the impact of the tax cuts and jobs act; and the other risk factors disclosed in Ciena’s periodic reports filed with the Securities and Exchange Commission (SEC) including Ciena’s Quarterly Report on Form 10-Q filed with the SEC on March 7, 2018 and Ciena’s Annual Report on Form 10-K filed with the SEC on December 22, 2017. All information, statements, and projections in this presentation and the related earnings call speak only as of the date of this presentation and related earnings call. Ciena assumes no obligation to update any forward-looking or other information included in this presentation or related earnings calls, whether as a result of new information, future events or otherwise. In addition, this presentation includes historical, and may include prospective, non-GAAP measures of Ciena’s gross margin, operating expense, operating profit, EBITDA net income, and net income per share. These measures are not intended to be a substitute for financial information presented in accordance with GAAP. A reconciliation of non-GAAP measures used in this presentation to Ciena’s GAAP results for the relevant period can be found in the Appendix to this presentation. Additional information can also be found in our press release filed this morning and in our reports on Form 10-Q filed with the Securities and Exchange Commission. Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 2

Diversification and growth through market share gains ▪ Non-telco represented 34% of total revenue ▪ Direct webscale was 17% of total revenue ▪ EMEA was up QoQ and YoY at 16.7% of total revenue ▪ APAC contributed over 20% of total revenue; India revenue was over 10% of total revenue at $79 million Forcing the pace of innovation with next generation solutions ▪ 400G-capable WaveLogic Ai: 21 total customers ▪ Waveserver: 84 customers ▪ Announced intent to acquire Packet Design, LLC to strengthen our Blue Planet software automation capabilities Delivering shareholder value and strengthening our balance sheet ▪ Repurchased approximately 1.4 million shares of common stock for an aggregate price of $33.4 million during the quarter ▪ Cash generation ▪ Cash flow from operations: $37.4 million ▪ Free cash flow: $31.1 million ▪ Stock Return for the quarter of 18% versus peer¹ average return of 6% Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 3 1. Peers include ACIA, ADTN, ADVA, CSCO, INFN, JNPR and NOKIA for the period 2/1/18-4/30/18

Q2 Fiscal 2018 Financial Highlights * A reconciliation of these non-GAAP measures to our GAAP results is included in the appendix to this presentation. Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 4

Q2 Fiscal 2018 Comparisons (Year-over-Year) Revenue Adj. Gross Margin* Adj. Operating Margin* Q2'18 Q2'17 Q2'18 Q2'17 Q2'18 Q2'17 $730.0 $707.0 45.7% 12.5% 40.7% 7.7% Adj. EBITDA* Cash flow from Operations Adj. EPS* Q2'18 Q2'17 Q2'18 Q2'17 Q2'18 Q2'17 $107.6 $72.0 $0.30 $77.1 $0.23 $37.4 Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. * A reconciliation of these non-GAAP measures to our GAAP results is included in the appendix to this presentation. 5

Q2 Fiscal 2018 Comparisons (Revenue by Segment) (in millions) $800.0 $700.0 $99.6 $97.8 $38.7 $600.0 $37.7 $500.0 $400.0 $300.0 $591.7 $571.5 $200.0 $100.0 $0.0 Q2'18 Q2'17 Networking Platforms Software & Software-Related Services Global Services Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 6

Q2 Fiscal 2018 Revenue by Segment (Amounts in millions) Q2 FY 2018 Q2 FY 2017 Revenue %* Revenue %* Networking Platforms Converged Packet Optical $527.9 72.4 $505.2 71.4 Packet Networking 63.8 8.7 66.3 9.4 Total Networking Platforms 591.7 81.1 571.5 80.8 Software and Software-Related Services Software Platforms 12.5 1.7 13.1 1.9 Software-Related Services 26.2 3.6 24.6 3.5 Total Software and Software- Related Services 38.7 5.3 37.7 5.4 Global Services Maintenance Support and Training 60.9 8.3 58.2 8.2 Installation and Deployment 28.2 3.9 28.7 4.1 Consulting and Network Design 10.5 1.4 10.9 1.5 Total Global Services 99.6 13.6 97.8 13.8 Total $730.0 100.0% $707.0 100.0% * Denotes % of total revenue Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 7

U.S. and International Revenue (Amounts in millions) Revenue Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Q3 FY 2017 Q2 FY 2017 United States $392.8 $383.4 $418.2 $438.1 $392.0 International 337.2 262.7 $326.2 $290.6 $315.0 Total $730.0 $646.1 $744.4 $728.7 $707.0 % of Total Revenue Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Q3 FY 2017 Q2 FY 2017 United States 53.8% 59.3% 56.2% 60.1% 55.4% International 46.2% 40.7% 43.8% 39.9% 44.6% Total 100.0% 100.0% 100.0% 100.0% 100.0% Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 8

Q2 Fiscal 2018 Revenue by Geographic Region 20.8% North America 3.4% Europe, Middle East and Africa Caribbean and Latin America 59.1% 16.7% Asia Pacific Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 9

Revenue by Geographic Region (Amounts in millions) Revenue Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Q3 FY 2017 Q2 FY 2017 North America $431.2 $402.9 $440.5 $465.2 $424.4 Europe, Middle East and Africa 121.7 97.8 110.7 96.1 $105.8 Caribbean and Latin America 25.1 34.6 43.5 51.7 $33.9 Asia Pacific 152.0 110.8 149.7 115.7 $142.9 Total $730.0 $646.1 $744.4 $728.7 $707.0 Revenue Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Q3 FY 2017 Q2 FY 2017 North America 59.1% 62.4% 59.2% 63.8% 60.0% Europe, Middle East and Africa 16.7% 15.1% 14.9% 13.2% 15.0% Caribbean and Latin America 3.4% 5.4% 5.8% 7.1% 4.8% Asia Pacific 20.8% 17.1% 20.1% 15.9% 20.2% Total 100.0% 100.0% 100.0% 100.0% 100.0% Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 10

Strengthening balance sheet Ciena has improved its leverage and reduced its debt position Leverage Trend Net Debt (Cash) Position (in millions) Gross debt-to-EBITDA leverage ratio Cash* Debt Net Debt 14.0x $1,600 13.2x $1,451 $1,400 12.0x $1,264 $1,254 $1,198 10.9x $1,200 $1,143 10.0x $1,021 $969 $980 $1,000 $936 8.0x $934 $777 $800 $712 $674 6.0x 6.0 $600 $486 4.4x 4.0x $400 $243 2.8x 2.7x 2.0x $200 $111 ($33) ($46) $0 0.0x 2013 2014 2015 2016 2017 Q2 2018 2013 2014 2015 2016 2017 Q2 2018 ($200) *Cash & cash equivalents Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 12

Delivering consistent financial performance Ciena has successfully managed periods of volatility that can impact the industry Normalized Revenue Normalized Adjusted OM 1.60 3.00 2.50 1.40 2.00 1.20 1.50 1.00 1.00 0.50 0.80 0.00 2014 2015 2016 2017 2014 2015 2016 2017 Ciena Industry Avg Ciena Industry Avg *Industry Average: ACIA, ADTN, ADVA, CSCO, INFN, JNPR and NOKIA IP Networks segment Ciena results for each fiscal year provided on a pro forma basis to represent a comparative 12/31 fiscal year Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 13

Market Growth Global Ex-China forecasted annual growth of 2.6% for 2018; Q1 2018 actuals flat Y/Y* China NA EMEA 17.4% 2.5% 2.6% 1.3% 1.9% 6.0% 5.6% (2.2% (6.7% ) 2017 2018 '18-'20 2017 Actual ) 2017 2018 '18-'20 Market Growth 2017 2018 '18-'20 2018 Forecasted Market Growth CALA Global Ex-China APAC Ex-China 2018-2020 2.9% CAGR 5.9% 4.8% 2.6% 14.1% 3.9% 5.0% (15.5%) (1.4%) 2017 2018 '18-'20 2017 2018 '18-'20 2017 2018 '18-'20 Ciena has a history of taking share and growing faster than the market *Cignal AI, 24 May 2018 Source: IHS, Dell’Oro, Cignal AI, Ovum, Ciena analysis Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 14

Convertible Notes and Diluted Earnings Per Share (EPS) Analysis (GAAP) Memo: Additional Shares Ciena’s quarterly net income must be Underlying Quarterly Interest Par Value Conversion In Diluted EPS Diluted EPS equal to or greater than the below amounts Outstanding Convertible Notes Shares Expense Net of Tax (in thousands) Price Calculation Methodology(2) for the Underlying Shares to be included (in thousands) (in thousands) (in thousands) in Diluted EPS Calculation (in thousands) 3.75% Senior Convertible Notes due October 15, 2018 $ 288,730 14,318 $ 20.17 2,653(3) N/A Treasury Stock Method N/A (Issued 8/2/2017)(1) 3.75% Senior Convertible Notes due October 15, 2018 $ 61,270 3,038 $ 20.17 3,038 $ 466 If-Converted Method $ 22,688 (Issued 10/18/2010)(1) 4.0% Convertible Senior Notes due December 15, 2020 $ 187,500 9,198 $ 20.39 9,198 $ 2,605 If-Converted Method $ 42,296 Total $ 537,500 26,554 14,889 $ 2,701 (1) On August 2, 2017, a portion of our 3.75% Senior Convertible Notes due October 15, 2018 (Issued 10/18/2010) (the “Original 2018 Notes”) were exchanged by the holders thereof for 3.75% Senior Convertible Notes due October 15, 2018 (Issued 8/2/2017) (the “New 2018 Notes”). The New 2018 Notes give Ciena the option, at its election, to settle conversions of such notes for cash, shares of its common stock, or a combination of cash and shares. Except with respect to the additional cash settlement options upon conversion, the New 2018 Notes have substantially the same terms as the Original 2018 Notes. (2) Description of Diluted EPS Methodologies: Treasury Stock Method - Convertible debt instruments that may be settled entirely or partly in cash (such as the New 2018 Notes) may, in certain circumstances where the borrower has the ability and intent to settle in cash, be accounted for utilizing the Treasury Stock Method. Under this method, the underlying shares issuable upon conversion of the notes (the “Underlying Shares”) are excluded from the calculation of diluted EPS, except to the extent that the Conversion Value (as defined on the following slide) of the notes exceeds their par value. No adjustment is made to the EPS numerator for interest expense recorded. It is Ciena’s current intent, as of the date of this presentation, that upon conversion of the New 2018 Notes, the principal amount of these notes will be settled in cash, and therefore Ciena intends to use the Treasury Stock Method with respect to these notes in its diluted EPS calculation. See the following slide for an illustration of this method at varying stock prices and the “Additional EPS Shares” that would be included in calculating diluted EPS. If-Converted Method – Convertible debt instruments that must be settled in shares (such as the Original 2018 Notes and the 4.0% Convertible Senior Notes due December 15, 2020) are accounted for under the If-Converted Method. Under this method, diluted EPS is computed assuming the conversion of the notes at the beginning of the reporting period. Ciena adds back to the EPS numerator the recorded interest expense, net of tax, applicable to the notes for the relevant reporting period, and adds the Underlying Shares to the denominator to compute EPS under this method; provided that such adjustments do not increase diluted EPS. If such adjustments increase diluted EPS, then diluted EPS is computed with the interest expense as recorded and without any Additional EPS Shares for the Underlying Shares of such notes. (3) Computed for illustrative purposes using the Treasury Stock Method based on Ciena’s $24.76 average price per share during its fiscal second quarter. See the following slide for an illustration of the a calculation of Additional EPS Shares at varying stock prices. NOTE: Net income, earnings per share and stock price assumptions in these materials are for illustrative purposes only and for the sole purpose of further explaining how diluted EPS is calculated in regard to Ciena’s convertible notes. Such metrics do not reflect Ciena’s business outlook. Ciena makes no assumptions as to whether or when it could achieve the relevant metrics provided in this presentation. Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 16

Illustrative Treasury Stock Method for New 2018 Notes The following table (in thousands, except Stock Price Per Share) illustrates the treatment of Ciena’s New 2018 Notes in calculating diluted EPS in the future based on various hypothetical stock prices and using the Treasury Stock Method. The range of stock prices listed in the table are for illustrative purposes only. Additional EPS Shares would be issuable at Ciena stock prices above $35 per share with the calculation of such Additional EPS Shares to be determined using the same formula below. The actual number of shares of common stock, if any, issuable by Ciena upon conversion of any notes, will be governed by the terms of the indenture applicable to such notes. Additional Shares in Average Stock Underlying Conversion Par Conversion Value in Diluted EPS Calculation Price Per Share Shares Value Value Excess of Par Value (Additional EPS Shares) A B C = (A * B) D E = (C - D) E÷A Below $20.17 14,318 N/A N/A N/A - 21 14,318 $ 300,678 288,730 $ 11,948 569 22 14,318 314,996 288,730 26,266 1,194 23 14,318 329,314 288,730 40,584 1,765 24 14,318 343,632 288,730 54,902 2,288 25 14,318 357,950 288,730 69,220 2,769 26 14,318 372,268 288,730 83,538 3,213 27 14,318 386,586 288,730 97,856 3,624 28 14,318 400,904 288,730 112,174 4,006 29 14,318 415,222 288,730 126,492 4,362 30 14,318 429,540 288,730 140,810 4,694 31 14,318 443,858 288,730 155,128 5,004 32 14,318 458,176 288,730 169,446 5,295 33 14,318 472,494 288,730 183,764 5,569 34 14,318 486,812 288,730 198,082 5,826 $ 35 14,318 $ 501,130 288,730 $ 212,400 6,069 Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 17

Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Q3 FY 2017 Q2 FY 2017 GAAP gross profit $293,307 $271,765 $325,685 $328,076 $318,240 Share-based compensation-products 824 672 694 709 708 Share-based compensation-services 722 625 561 619 679 Amortization of intangible assets 2,289 2,289 2,332 2,417 3,623 Total adjustments related to gross profit 3,835 3,586 3,587 3,745 5,010 Adjusted (non-GAAP) gross profit $297,142 $275,351 $329,272 $331,821 $323,250 Adjusted (non-GAAP) gross margin 40.7% 42.6% 44.2% 45.5% 45.7% Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 19

Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Q3 FY 2017 Q2 FY 2017 GAAP operating expense $261,241 $255,029 $269,886 $246,077 $260,420 Share-based compensation-research and development 3,796 3,255 2,956 3,139 3,653 Share-based compensation-sales and marketing 3,760 3,328 3,218 3,242 3,513 Share-based compensation-general and administrative 5,109 4,474 4,130 4,321 3,417 Amortization of intangible assets 3,623 3,623 3,661 3,837 10,980 Significant asset impariments and restructuring costs 4,359 5,961 15,059 2,203 4,276 Total adjustments related to operating expense $20,647 $20,641 $29,024 $16,742 $25,839 Adjusted (non-GAAP) operating expense $240,594 $234,388 $240,862 $229,335 $234,581 Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Q3 FY 2017 Q2 FY 2017 GAAP income from operations $32,066 $16,736 $55,799 $81,999 $57,820 Total adjustments related to gross profit 3,835 3,586 3,587 3,745 5,010 Total adjustments related to operating expense 20,647 20,641 29,024 16,742 25,839 Total adjustments related to income from operations 24,482 24,227 32,611 20,487 30,849 Adjusted (non-GAAP) income from operations $56,548 $40,963 $88,410 $102,486 $88,669 Adjusted (non-GAAP) operating margin 7.7% 6.3% 11.9% 14.1% 12.5% Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 20

Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Q3 FY 2017 Q2 FY 2017 GAAP net income (loss) $13,856 ($473,363) $1,160,056 $60,010 $38,026 Exclude GAAP provision (benefit) for income taxes 6,475 477,940 (1,117,531) 7,726 3,568 Income before income taxes 20,331 4,577 42,525 67,736 41,594 Total adjustments related to income from operations 24,482 24,227 32,611 20,487 30,849 Non-cash interest expense 759 749 525 535 526 Modification of debt - - 692 - 2,924 Adjusted income before income taxes 45,572 29,553 76,353 88,758 75,893 Non-GAAP tax provision on adjusted income before income taxes 11,789 7,645 27,869 32,397 27,701 Adjusted (non-GAAP) net income $33,783 $21,908 $48,484 $56,361 $48,192 Weighted average basic common shares outstanding 143,975 143,922 143,097 142,464 141,743 Weighted average dilutive potential common shares outstanding1 151,011 145,558 158,791 172,112 174,471 Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Q3 FY 2017 Q2 FY 2017 GAAP diluted net income (loss) per common share $ 0.09 $ (3.29) $ 7.32 $ 0.39 $ 0.25 Adjusted (Non-GAAP) diluted net income per common share2 $ 0.23 $ 0.15 $ 0.32 $ 0.35 $ 0.30 Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 21

Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA) Q2 FY 2018 Q1 FY 2018 Q4 FY 2017 Q3 FY 2017 Q2 FY 2017 Net income (loss) (GAAP) $13,856 ($473,363) $1,160,056 $60,010 $38,026 Add: Interest expense 13,031 13,734 13,926 13,415 13,308 Less: Interest and other income (loss), net 1,296 1,575 652 (848) (2,918) Add: Provision for income taxes 6,475 477,940 (1,117,531) 7,726 3,568 Add: Depreciation of equipment, building, furniture and fixtures, and amortization 20,567 20,833 21,316 20,325 18,849 of leasehold improvements Add: Amortization of intangible assets 5,912 5,912 5,993 6,254 14,602 EBITDA $58,545 $43,481 $83,108 $108,578 $91,271 Add: Shared-based compensation cost 14,166 12,393 11,517 12,014 12,005 Add: Significant asset impairments and restructuring costs 4,359 5,961 15,059 2,203 4,276 Adjusted EBITDA $77,070 $61,835 $109,684 $122,795 $107,552 Copyright © Ciena Corporation 2018. All rights reserved. Confidential & Proprietary. 22

FOR IMMEDIATE RELEASE

Ciena Announces Intent to Acquire Packet Design

Enhances Blue Planet intelligent automation platform with IP capabilities critical in building more adaptive networks

HANOVER, Md. - May 31, 2018 - Ciena^® Corporation (NYSE: CIEN) has entered into a definitive agreement to acquire privately-held Packet Design, LLC, a provider of network performance management software focused on Layer 3 network optimization, topology and route analytics.

The acquisition of Packet Design will help accelerate Ciena’s Blue Planet software strategy by extending its intelligent automation capabilities beyond Layers 0-2 and into IP with critical new capabilities to help customers optimize service delivery and maximize network utilization. Specifically, the combination of the Blue Planet software platform and Packet Design’s performance analytics and service path computation capabilities will form a unique, micro-services-based platform that delivers real-time analytics, optimization and orchestration capabilities to support the broadest range of closed-loop automation use cases across multi-layer, multi-vendor networks.

“Blue Planet is already one of the premier brands in the network automation space. The addition of Packet Design will enhance our position by enabling customers to realize networks that are more adaptive - capable of self-optimizing and self-healing for faster time-to-market for new services, more efficient and lower cost network operations, and the ability to deliver an overall better customer experience,” said Rick Hamilton, senior vice president of Global Software and Services at Ciena.

The transaction is expected to close during Ciena’s fiscal third quarter 2018 and is subject to customary closing conditions.

About Ciena

Ciena (NYSE: CIEN) is a network strategy and technology company. We translate best-in-class technology into value through a high-touch, consultative business model - with a relentless drive to create exceptional experiences measured by outcomes. For updates on Ciena, follow us on Twitter @Ciena, LinkedIn, the Ciena Insights blog, or visit www.ciena.com.

Note to Ciena Investors

You are encouraged to review the Investors section of our website, where we routinely post press releases, SEC filings, recent news, financial results, and other announcements. From time to time we exclusively post material information to this website along with other disclosure channels that we use. This press release contains certain forward-looking statements that are based on our current expectations, forecasts, information and assumptions. These statements involve inherent risks and uncertainties. Actual results or outcomes may differ materially from those stated or implied, because of risks and uncertainties, including those detailed in our most recent annual and quarterly reports filed with the SEC. Forward-looking statements include statements regarding our expectations, beliefs, intentions or strategies and can be identified by words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "should," "will," and "would" or similar words. Ciena assumes no obligation to update the information included in this press release, whether as a result of new information, future events or otherwise.

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