Sonus Networks, a provider of IP communications infrastructure services, and Legatum Capital, a largest stockholder of Sonus, have entered into an agreement to add two new independent members to Sonus’s board of directors. The directors will be designated by Legatum, subject to the terms of the agreement.
Following collaborative discussions between the company and Legatum during the past several months, the board has approved a number of corporate governance enhancements that complement Sonus’ existing governance policies and practices. These enhancements include: declassifying the board; separating the roles of chairman and CEO; and forming an ad hoc corporate development and investment committee to focus on uses of the company’s cash, tax planning, strategic acquisitions, mergers and joint ventures, with the objective of enhancing stockholder value.
Under the agreement, Legatum is expected to refrain from putting forth proposals or taking actions in connection with the company’s 2009 annual meeting of stockholders.
Richard Nottenburg, president and CEO of Sonus Networks, said: Legatum is an important partner and investor with a clear commitment to our long-term vision and success. We have listened to their recommendations and are pleased to have reached an agreement that will benefit all our stakeholders. Both the board and management welcome the new perspectives and insights that the new directors will bring.