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FORWARD LOOKING
AND DISCLOSURES SAFE HARBOR STATEMENT This document contains forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933,
as amended, and Section 21E of the Securities Exchange Act of 1934. In some
cases, you can identify forward-looking statements by terminology such as
“believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,”
“should,” “plan,” “expect,” “predict,” “potential,” or the negative of these
terms or other similar expressions. Forward-looking statements include,
without limitation, Occam’s or Calix’s expectations concerning the timing and
ability of the parties to consummate the proposed transaction, the outlook
for their respective businesses, productivity, plans and goals for future
operational improvements and capital investments, operational performance,
future market conditions or economic performance and developments in the
capital and credit markets and expected future financial performance, as well
as any information concerning possible or assumed future results of
operations of Calix and Occam as set forth in the sections of this
presentation. Forward looking statements also include statements regarding
the expected benefits of the proposed acquisition of Occam by Calix. These
statements are not guarantees of future performance, involve risks,
uncertainties and assumptions that are difficult to predict, and are based
upon assumptions as to future events that may not prove accurate. The following
factors, among others, could cause actual results to differ materially from
those described in the forward-looking statements: failure of the Occam
Networks stockholders to approve the proposed transaction; the challenges and
costs of closing, integrating, restructuring and achieving anticipated
synergies; the ability to retain key employees; and other economic, business,
competitive, and/or regulatory factors affecting the businesses of Calix and
Occam generally, including those set forth in the filings of Calix and Occam
with the Securities and Exchange Commission, especially in the “Risk Factors”
and “Management’s Discussion and Analysis of Financial Condition and Results
of Operations” sections of Calix’s Registration Statement on Form S-4
containing a proxy statement/prospectus and the other SEC filings of Occam
and Calix. These forward-looking statements speak only as of the date hereof
(December 20, 2010). Calix and Occam are under no obligation to (and
expressly disclaim any such obligation to) update or alter their
forward-looking statements whether as a result of new information, future
events, or otherwise. IMPORTANT ADDITIONAL INFORMATION AND WHERE YOU CAN FIND
IT Calix filed a Registration Statement on Form S-4 containing a proxy
statement/prospectus and other documents concerning the proposed acquisition
with the Securities and Exchange Commission (the “SEC”) and Occam Networks
mailed its stockholders a definitive proxy statement/prospectus in connection
with the transaction. Investors are urged to read the proxy
statement/prospectus and any amendments thereto and other relevant documents
filed with the SEC because they will contain important information. Security
holders may currently obtain a free copy of the proxy statement/prospectus
and will be able to obtain a free copy of any amendments thereto as well as
the definitive proxy statement/prospectus and other documents filed by Calix
and Occam with the SEC at the SEC’s web site at www.sec.gov. The proxy
statement/prospectus, as amended from time to time, and other documents filed
with the SEC may also be obtained for free by contacting Calix Investor
Relations by e-mail at Carolyn.Bass@Calix.com, by telephone at 415-445-3232
or by mail at Investor Relations, Calix, Inc., 1035 N. McDowell Blvd., Petaluma,
CA 94954 or by contacting Occam Investor Relations by e-mail at
ir@occamnetworks.com, by telephone at 805-692-2957 or by mail at Occam
Networks Investor Relations 6868 Cortona Drive, Santa Barbara, CA 93117.
PARTICIPANTS IN THE ACQUISITION OF OCCAM NETWORKS Calix, Occam Networks,
certain of their respective directors, executive officers, members of
management and employees may, under the rules of the SEC, be deemed to be
participants in the solicitation of proxies in favor of the proposed merger. Information
regarding the persons who may be considered “participants” in the
solicitation of proxies are set forth in Calix’s Registration Statement on
Form S-4 containing a proxy statement/prospectus and the other SEC filings of
Occam and Calix. Information regarding certain of these persons and their
beneficial ownership of Calix common stock as of December 31, 2009 is also
set forth in the prospectus filed by Calix on March 24, 2010 with the SEC.
This document is available free of charge at the SEC’s web site at
www.sec.gov or by going to Calix’s Investor Relations page on its corporate
website at www.calix.com. Information concerning Occam’s directors and
executive officers is set forth in Occam’s proxy statement for its 2010
Annual Meeting of Stockholders, which was filed with the SEC on April 8,
2010. This document is available free of charge at the SEC’s website at
www.sec.gov or by going to Occam’s Investor Relations page on its corporate
web site at www.occamnetworks.com. Additional information regarding the
persons who may, under the rules of the SEC, be deemed participants in the
solicitation of proxies in connection with the proposed merger, and a
description of their direct and indirect interests in the proposed merger,
which may differ from the interests of Calix stockholders or Occam
stockholders generally is set forth in Calix’s Registration Statement on Form
S-4 containing a proxy statement/prospectus and the other SEC filings of
Occam and Calix.
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