Verso to Acquire Clarent

ATLANTA -- Verso Technologies, Inc. (Nasdaq: VRSO), an integrated communications solutions company, announced today that it has signed a definitive agreement to acquire substantially all of the business assets of Clarent Corporation, a provider of Voice over Internet Protocol (VoIP) solutions for next generation networks and enterprise convergent solutions. Clarent's product families address three main markets: the converged enterprise, long distance bypass and IP-based voice services over last-mile broadband networks. Key products include next generation switching and call control software, high density media gateways, multi-service access devices, signaling and announcement servers, network management systems and high demand telephony applications based on packet-switched technology. Clarent announced separately today that it plans to file for bankruptcy protection pursuant to Chapter 11 of the United States Bankruptcy Code, and will therefore be operating its business as a debtor in possession. Consequently, the sale of Clarent's assets to Verso pursuant to the asset purchase agreement will be subject to the approval of the Bankruptcy Court. The purchase price payable to Clarent in connection with this transaction is $9.8 million. At this time, Verso has arranged to fund this acquisition using debt financing. The Bankruptcy Court proceedings are expected to be completed within 90 days, at which time, pending approval from the Court and the satisfaction of other customary closing conditions, the parties expect to consummate the transaction and Verso will hold a conference call to further discuss details of the transaction. About Verso Technologies Verso Technologies provides integrated switching and solutions for communications service providers who want to develop IP-based services with PSTN scalability and quality of service. Verso's unique, end-to-end native SS7 capability enables customers to leverage their existing PSTN investments by ensuring carrier-to-carrier interoperability and rich billing features. Verso's complete VoIP migration solutions include state-of-the-art hardware and software, OSS integration, the industry's most widely used applications and technical training and support. For more information about Verso Technologies, contact the company at www.verso.com or by calling 678.589.3500. Verso Technologies Inc. Clarent Corp.