Syniverse Adopts Stockholder Rights Plan

  
    
  
  
    
      Syniverse 
      Holdings, Inc. (NYSE:SVR), a leading provider of technology and 
      business solutions for the global telecommunications industry, today 
      announced that it has adopted a Stockholder Rights Plan. The Rights Plan 
      is designed to ensure that all Syniverse stockholders are treated fairly 
      in the event of any unsolicited takeover of Syniverse; it is not 
      intended to prevent a takeover of Syniverse on terms that are fair to 
      and in the best interests of stockholders. Syniverse is not aware of any 
      pending unsolicited takeover offer for the company.
    
    
      The Board believes it is appropriate to adopt the Rights Plan in light 
      of the recent decline in the market price of Syniverse’s common stock 
      and the fact that the company has an open corporate governance profile 
      with no staggered board, and unlike many other public companies, no 
      protections under Section 203 of the Delaware General Corporation Law.
    
    
      As a result of the Board’s adoption of the Rights Plan, one preferred 
      stock purchase right will be distributed as a dividend on each common 
      share held of record as of the close of business on Nov. 28, 2008. Each 
      “Right,” if and when it becomes exercisable, entitles the holder to buy 
      one one-thousandth of a share of a new series of junior participating 
      preferred stock of Syniverse for $33. Initially the Rights will be 
      represented by Syniverse common stock certificates and will not be 
      exercisable. If any person or group becomes the beneficial owner of 15% 
      or more of the Syniverse common stock at any time after the Nov. 16, 
      2008, date of adoption of the Rights Plan (such person or group, an 
      “acquiring person”), then, with certain limited exceptions, each Right 
      not owned by such acquiring person will become exercisable to purchase 
      in lieu of preferred shares, a number of shares of common stock equal to 
      the then current exercise price of the Right divided by 50% of the then 
      current trading price of Syniverse stock. In addition, if, after any 
      person has become an acquiring person, the company is involved in a 
      merger or other business combination transaction with another person, 
      each Right will entitle its holder (other than such acquiring person) to 
      purchase, at the Right’s then-current exercise price, a number of common 
      shares of the acquiring company equal to the then current exercise price 
      of the Right divided by 50% of the then current trading price of the 
      acquiring company’s stock.
    
    
      Syniverse may redeem the Rights at a price of $0.01 per Right at any 
      time prior to the date on which any person has become an acquiring 
      person. The Rights Plan will continue in effect until the close of 
      business November 16, 2011, unless earlier redeemed or terminated by 
      Syniverse, as provided in the Rights Plan. In the event the rights 
      become exercisable, Syniverse will have the right to designate as 
      payment other consideration in lieu of common stock having equal value.
    
    
      About Syniverse
    
    
      Syniverse Technologies (NYSE:SVR) provides solutions that allow more 
      than 600 communications companies in over 120 countries to provide 
      seamless mobile services by making it possible for disparate 
      technologies and standards to interoperate. Syniverse's flexibility and 
      customer focus permit its customers to quickly react to market changes 
      and demands, enabling the delivery of everything from voice calls to 
      sophisticated data and video services wherever and whenever subscribers 
      need them. With more than 20 years in the industry, Syniverse is 
      headquartered in Tampa, Florida, U.S.A., and has offices in major cities 
      around the globe. Syniverse is ISO 9001:2000 certified and TL 9000 
      approved, adhering to the principles of customer focus and quality 
      improvement practices. More information is available at www.syniverse.com.
    
    
      Cautionary Notice Regarding Forward-Looking Statements
    
    
      Certain of the statements in this new release may constitute 
      "forward-looking statements" for purposes of Section 27A of the 
      Securities Act of 1933 and Section 21E of the Securities Act of 1934, 
      and as such may involve known and unknown risks, uncertainties and other 
      factors which may cause the actual results, performance or achievements 
      of Syniverse to be materially different from the future results, 
      performance or achievements expressed or implied by such forward-looking 
      statements. These forward-looking statements are based upon information 
      presently available to the Company's management and are inherently 
      subjective, uncertain and subject to change, due to any number of risks 
      and uncertainties, including, without limitation, those other risks and 
      factors discussed in Syniverse's Annual Report on Form 10-K for the year 
      ended December 31, 2007 under the captions "Management's Discussion and 
      Analysis of Financial Condition and Results of Operations - 
      Forward-Looking Statements" and "Risk Factors" and otherwise in 
      Syniverse's reports and filings that it makes with the Securities and 
      Exchange Commission. You should not place undue reliance on any 
      forward-looking statements, since those statements speak only as of the 
      date that they are made. Syniverse has no obligation and does not 
      undertake to publicly update, revise or correct any of the 
      forward-looking statements after the date of this news release, or after 
      the respective dates on which such statements otherwise are made, 
      whether as a result of new information, future events or otherwise, 
      except as otherwise may be required by law.