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www.dialogic.com
Dialogic
Confidential © Copyright 2008 Dialogic Corporation. All rights reserved.
Slide 15 Important Additional Information Will Be Filed With The SEC NMS plans to file with the Securities and Exchange
Commission (the “SEC”) and mail to its stockholders a proxy statement in
connection with the proposed sale of the NMS
Communications Platforms business and the other corporate matters described
therein. The proxy statement will contain important information about NMS, Dialogic, the proposed sale of the NMS Communications Platforms business and the other
corporate matters described therein. NMS Investors
and security holders are urged to read the proxy statement carefully when it
is available before making any voting or investment decision with respect to
the proposed sale of the NMS Communications
Platforms business and the other corporate matters described therein. NMS Investors and security holders will be able to obtain
free copies of the proxy statement and other documents filed with the SEC by NMS through the website maintained by the SEC at www.sec.gov. In addition, NMS
investors and security holders will be able to obtain free copies of the
proxy statement from NMS by contacting Karen
Cameron at 100 Crossing Boulevard, Framingham, MA, 01702 or 508-271-1000. NMS, Dialogic, and their respective directors and
executive officers, may be deemed to be participants in the solicitation of
proxies with respect to the proposed sale of the NMS
Communications Platforms business and the other corporate matters set forth
in the proxy statement. Information regarding NMS’s
directors and executive officers and their ownership of NMS
Shares is contained in NMS’s annual report on Form
10-K for the year ended December 31, 2007 and its proxy statement for NMS’s Annual Meeting of Stockholders which was filed with
the SEC on April 22, 2008, and is supplemented by other public filings made,
and to be made, with the SEC. A more complete description will be available
in the proxy statement filed in connection with the proposed sale of the NMS Communications Platforms business. NMS Investors and security holders may obtain additional
information regarding the direct and indirect interests of NMS, Dialogic, and their respective directors and
executive officers with respect to the proposed sale of the NMS Communications Platforms business by reading the
proxy statement and other filings referred to above. Cautionary Statement
Regarding Forward-Looking Statements Certain statements in this document
regarding the proposed sale of the NMS
Communications Platforms business to Dialogic, the expected timetable for
completing the transaction, future financial and operating results of NMS and Dialogic, benefits and synergies of the
transaction, future opportunities and future products of NMS
and Dialogic, and any other statements regarding NMS’s
or Dialogic’s future expectations, beliefs, goals
or prospects constitute forward-looking statements made within the meaning of
the Private Securities Litigation Reform Act of 1995. Any statements that are
not statements of historical fact (including statements containing the words
“believes,” “plans,” “anticipates,” “expects,” “estimates” and similar
expressions) should also be considered forward-looking statements. A number
of important factors could cause actual results or events to differ
materially from those indicated by such forward-looking statements, including
the parties’ ability to consummate the transaction; the conditions to the
completion of the transaction, including approval of the proposed sale of the
NMS Communications Platforms business to Dialogic
by NMS’s stockholders and receipt of required
regulatory approvals; the possibility that Dialogic may be unable to achieve
expected synergies and operating efficiencies within the expected time-frames
or at all and to successfully integrate NMS
Communications Platforms business operations into those of Dialogic; such
integration may be more difficult, time-consuming or costly than expected;
revenues following the transaction may be lower than expected; operating
costs, customer loss and business disruption (including, without limitation,
difficulties in maintaining relationships with employees, customers, clients
or suppliers) may be greater than expected following the transaction;
fluctuations in financial results; and other risks. Dialogic assumes no
obligation to update the information in this communication, except as
otherwise required by law. Readers are cautioned not to place undue reliance
on these forward-looking statements that speak only as of the date hereof.
Any reference to our website in this document is not intended to incorporate
the contents thereof into this document or any other public announcement.
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