Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
As part of its strategy to establish Ribbon Communications Inc. ("Ribbon" or the
"Company") as a leader in the IP Optical Networking market, on January 9, 2023,
the Company announced that the role of Dan Redington, current Executive Vice
President Sales - Americas, will be expanded to serve as Executive Vice
President, Global Sales. As a result, Steve McCaffery, Executive Vice President
Sales - EMEA and APAC, is expected to leave the Company following a transition
period.
Important Information Regarding Forward-Looking Statements
The information in this Current Report includes "forward-looking statements"
within the meaning of the U.S. Private Securities Litigation Reform Act of 1995,
which are subject to a number of risks and uncertainties. All statements other
than statements of historical facts contained in this release, including without
limitation statements regarding expected changes in sales leadership, are
forward-looking statements. Without limiting the foregoing, the words
"believes", "estimates", "expects", "expectations", "intends", "may", "plans",
"projects" and other similar language, are intended to identify forward-looking
statements.
Forward-looking statements are based on the Company's current expectations and
assumptions regarding its business, the economy and other future conditions.
Because forward-looking statements relate to the future, they are subject to
inherent uncertainties, risks and changes in circumstances that are difficult to
predict. Actual results may differ materially from those contemplated in these
forward-looking statements due to various risks, uncertainties and other
important factors, including, among others, the effects of geopolitical
instabilities and disputes, including between Russia and Ukraine and the impact
of sanctions imposed as a result thereof; the potential impact of litigation;
risks related to supply chain disruptions, including as a result of component
availability; risks related to the continuing COVID-19 pandemic, including
delays in customer deployments as a result of rises in cases; risks that the
Company will not realize the anticipated benefits from the acquisition of ECI
Telecom Group Ltd. (the "ECI Acquisition"); risks that the Company will not
realize the estimated cost savings and/or anticipated benefits from its
strategic restructuring; the impact of restructuring and cost-containment
activities; unpredictable fluctuations in quarterly revenue and operating
results; risks related to the terms of the Company's credit agreement including
compliance with the financial covenants; risks related to cybersecurity and data
intrusion; failure to compete successfully against telecommunications equipment
and networking companies; failure to grow the Company's customer base or
generate recurring business from existing customers; credit risks; the timing of
customer purchasing decisions and the Company's recognition of revenues;
macroeconomic conditions, including inflation; market acceptance of the
Company's products and services; rapid technological and market change; the
ability to protect Company intellectual property rights and obtain necessary
licenses; the ability to maintain partner, reseller, distribution and vendor
support and supply relationships; the potential for defects in the Company's
products; increases in tariffs, trade restrictions or taxes on the Company's
products; and currency fluctuations.
These factors are not intended to be an all-encompassing list of risks and
uncertainties that may affect the Company's business and results from
operations. Additional information regarding these and other factors can be
found in the Company's reports filed with the Securities and Exchange
Commission, including, without limitation, its Form 10-K for the year ended
December 31, 2021. In providing forward-looking statements, the Company
expressly disclaims any obligation to update these statements publicly or
otherwise, whether as a result of new information, future events or otherwise,
except as required by law.
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