ITEM 7.01 - OTHER EVENTS

On November 22, 2022, Ciena Corporation ("Ciena") issued a press release announcing that it has entered into a definitive agreement to acquire Tibit Communications, Inc., a provider of passive optical network solutions, and that Ciena has completed its acquisition of Benu Networks, Inc., a provider of broadband network gateway software. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

ITEM 8.01 - OTHER EVENTS



On November 22, 2022, Ciena entered into a definitive agreement to acquire Tibit
Communications, Inc., a privately-held company headquartered in Petaluma,
California, and announced that it has acquired Benu Networks, Inc., a
privately-held company headquartered in Burlington, Massachusetts. Tibit and
Benu are focused on simplifying broadband access networks through
next-generation PON technologies and advanced subscriber management,
respectively. The acquisitions of Tibit and Benu are intended to complement
Ciena's existing portfolio of solutions for broadband access use cases,
including residential broadband, enterprise business services, and
fixed-wireless access.

Tibit combines PON-specific hardware and OS into a micro pluggable transceiver
that is designed to easily integrate into a carrier-grade Ethernet switch.
Unlike the closed and proprietary approaches of traditional Optical Line
Terminal (OLT) vendors, Tibit's open, microplug OLT technology is intended to
enable rapid PON deployment in any environment. Ciena has been an investor in
Tibit since its initial funding round in 2016 and is currently Tibit's largest
shareholder. Ciena is also Tibit's largest customer, currently leveraging
Tibit's products and technology within its portfolio of broadband access
solutions.

Under the terms of the agreement to acquire Tibit, Ciena will acquire the
remaining shares of Tibit that it does not already own in a cash-free, debt-free
transaction currently valued at approximately $210 million, with the merger
consideration to be paid in cash. In addition, Ciena will enter into certain
employee retention arrangements in connection with the transaction. The Tibit
transaction has been approved by the boards of directors of both companies as
well as Tibit's shareholders. The transaction is expected to close during
Ciena's fiscal first quarter 2023, subject to customary closing conditions.

Benu has developed a portfolio of field-proven, cloud-native software solutions,
including a virtual Broadband Network Gateway ((v)BNG), which are highly
complementary to Ciena's existing portfolio of broadband access solutions. The
Benu transaction closed during Ciena's fiscal first quarter 2023.

This Current Report on Form 8-K contains forward-looking statements that are
based on management's 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 in the
forward-looking statements because of risks and uncertainties, including the
risks that the acquisition of Tibit may not close when expected, or at all, that
problems may arise in successfully integrating the acquired businesses, that the
acquisitions may fail to achieve their expected benefits, and those risks and
uncertainties detailed in Ciena's most recent annual and quarterly reports filed
with the Securities and Exchange Commission. 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," and "will," and similar words and expressions. Ciena
assumes no obligation to update any forward-looking statement, whether as a
result of new information, future events or otherwise, except to the extent
required by law.



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ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS



(d)      The following exhibits are being filed herewith:

         Exhibit Number             Description of Document

         Exhibit 99.1                 Press Release dated November 22, 2022
         Exhibit 104                Cover Page Interactive Data File

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                                    document)

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