Ciena Announces Voting Results of Annual Meeting of Shareholders
Linthicum, MD — 03/16/2006Ciena® Corporation (Nasdaq: CIEN), the network specialist, today announced voting results of its Annual Meeting held March 15, 2006 in Baltimore, Maryland.
Shareholders approved the following proposals in the proxy:
1. Proposal to elect as Class III Directors Stephen P. Bradley, Ph.D and Gerald H. Taylor;
2. Proposal to authorize the Board of Directors, in its discretion, to amend Ciena’s Third Restated Certificate of Incorporation to effect a reverse split of its outstanding common stock at a ratio of (i) one-for-five, (ii) one-for-seven, or (iii) one-for ten, together with a corresponding reduction in the number of authorized shares of Ciena common stock and capital stock, at any time prior to the date of Ciena’s 2007 Annual Meeting of Shareholders, without further approval or authorization of Ciena’s shareholders; and,
3. The ratification of the appointment of PricewaterhouseCoopers LLP as Ciena’s independent registered public accounting firm for the 2006 fiscal year.
A shareholder proposal requesting that the Board of Directors adopt a majority vote standard for the election of directors was not approved by shareholders.
As of the record date of January 20, 2006, there were 581,261,502 shares eligible to vote. Proxies representing 495,950,700 shares, or 85.3 percent of the eligible voting shares were represented at the meeting. The results for each proposal were as follows:
1. Proposal to elect Stephen P. Bradley, Ph.D. and Gerald H. Taylor:
Percentage of
Total Votes CastStephen P. Bradley, Ph.D. Votes For 471,012,287 95.0% Votes Withheld 24,938,413 5.0% Gerald H. Taylor Votes For 470,866,586 94.9% Votes Withheld 25,084,114 5.1%
2. Proposal to authorize the Board of Directors to effect a reverse stock split as described above (approval required majority of total shares outstanding):
Percent of Total Shares
OutstandingVotes For 465,785,019 80.1% Votes Against 26,608,196 4.6% Votes Abstained 3,557,485 0.6%
3. The ratification of the appointment of PricewaterhouseCoopers LLP as Ciena’s independent registered public accounting firm for the 2006 fiscal year:
Percentage of
Total Votes CastVotes For 482,113,078 98.2% Votes Against 8,934,503 1.8% Votes Abstained 4,903,119 N/A
4. Shareholder proposal requesting that the Board of Directors adopt a majority vote standard for the election of directors:
Percentage of
Total Votes CastVotes For 90,332,092 31.0% Votes Against 200,700,973 69.0% Votes Abstained 15,130,658 N/A Shares Not Voted 189,786,977 N/A
About Ciena
Ciena specializes in network transition. We provide the flexible platforms, intelligent software and professional services to build converged networks for enhanced services and applications. With a growing global presence, Ciena leverages its heritage of practical innovation to deliver maximum performance and economic value in communications networks worldwide. For more information, visit www.ciena.com.
Ciena specializes in network transition. We provide the flexible platforms, intelligent software and professional services to build converged networks for enhanced services and applications. With a growing global presence, Ciena leverages its heritage of practical innovation to deliver maximum performance and economic value in communications networks worldwide. For more information, visit www.ciena.com.
Press Contacts:
Nicole Anderson
Ciena Corporation
(877) 857 -7377
pr@ciena.com
Nicole Anderson
Ciena Corporation
(877) 857 -7377
pr@ciena.com
Investor Contacts:
Marie Downing
Ciena Corporation
(888) 243-6223
ir@ciena.com
Marie Downing
Ciena Corporation
(888) 243-6223
ir@ciena.com

