425
1 | ©
2015 Infinera
Infinera Transmode Combination
Establishes an End-to-End Optical Leader
Transmode Investor Briefing
May 2015
Filed by Infinera Corporation Pursuant to Rule 425
Under the Securities Act of 1933
Subject Company: Transmode AB
(Commission File No. 001-33486)


2 | ©
2015 Infinera
Safe Harbor
This presentation contains "forward-looking" statements that involve risks, uncertainties and assumptions. If the risks or
uncertainties ever materialize or the assumptions prove incorrect, our results may differ materially from those expressed
or implied by such forward-looking statements. All statements other than statements of historical fact could be deemed
forward-looking, including, but not limited to, any projections of financial information, including statements about revenue
growth, the potentially accretive nature of the transaction and similar statements; any statements about market liquidity
following the transaction; any statements about historical results that may suggest trends for our business; any statements
of the plans, strategies, and objectives of management for future operations; any statements of expectation or belief
regarding future events, potential markets or market size, technology developments, or enforceability of our intellectual
property rights; and any statements of assumptions underlying any of the items mentioned.
These statements are based on estimates and information available to us at the time of this presentation and are not
guarantees of future performance. These risks and uncertainties include, but are not limited to, the risk that Transmode
shareholders fail to tender more than 90% of Transmode’s outstanding shares, that any other closing conditions are not
satisfied, and that the transaction may not close; the risk that Transmode’s and Infinera’s businesses will not be integrated
successfully; the risk that synergies will not be realized or realized to the extent anticipated; the risk that the combined
company will not realize on its financing or operating strategies; the risk that litigation in respect of either company or the
transaction could arise; the risk that disruption caused by the combined company would make it difficult to maintain
certain strategic relationships; the risks of competitive responses and shifts in the market; delays in the release of new
products; fluctuations in customer demand, changes in industry trends, and changes in the macro economic market. These
risks and uncertainties also include those risks and uncertainties discussed in the offer document to be filed with the
Swedish Financial Supervisory Authority and in the Registration Statement on Form S-4 to be filed with the SEC, those risks
and uncertainties identified under the heading “Risk Factors” in the Infinera Quarterly Report on Form 10-Q for the quarter
ended March 28, 2015, filed with the SEC, and those risks and uncertainties identified in any subsequent reports filed with
the SEC by Infinera. Our SEC filings are available on our website at www.infinera.com and the SEC’s website at
www.sec.gov.  We assume no obligation to, and do not currently intend to, update any such forward-looking statements.


3 | ©
2015 Infinera
Overview of Infinera
Transaction Rationale
Advantages for All Stakeholders
Deal Logic
Industry Evolution
A Fair Deal for Transmode
Agenda


4 | ©
2015 Infinera
Overview of Infinera


5 | ©
2015 Infinera
Infinera is an Optical Leader
Innovator & Long Haul DWDM Leader
Founded 2000, IPO as “INFN”
2007
Unique Photonic Integrated Circuits (PICs)
DWDM platforms, Intelligent Transport
Networks
400+ Patents Filed/Granted
#1 Optical company rated by Infonetics 2014
Global
~1,500 employees
Headquarters Sunnyvale, CA, USA
Global presence


Infinera’s Journey
2005: Shipped 10G PIC-based DTN, rapidly reaches $100M
2008: #1 market share in NA LH*
2007: 10G wave market leader (47%)*, completed IPO
2010: Leapfrogs 40G, invests in 100G
2000: Infinera founded, promised to do the impossible: PICs
2014: #1 in 100G WDM, ex China*
2012: Shipped 500G PIC-based DTN-X
2004: Introduced industry’s first large scale PIC
2014: Introduced Cloud Xpress for Metro Cloud
* Source: Dell’Oro DWDM Long Haul Vendor Table 2015
6 | ©
2015 Infinera


Infinera Today
A leader in Intelligent Transport Network™
solutions
144 customers in 73 countries; 62 DTN-X customers
Diversified customer base across multiple verticals
-
17 Tier 1s globally
-
3 of top 4 Internet Content Providers
-
4 of top 5 NA Cable/MSOs
-
Multiple top Wholesale and Enterprise Carriers
7 | ©
2015 Infinera


8 | ©
2015 Infinera
-20%
-10%
0%
10%
20%
30%
40%
50%
60%
70%
80%
Jun '12
Sep '12
Dec '12
Mar '13
Jun '13
Sep '13
Dec '13
Mar '14
Jun '14
Sep '14
Dec '14
Mar '15
INFN
TRMO
CIEN
JNPR
CSCO
ADV
ERIC
ALU
INFN Outpacing Other SP Networking Players
Source: Company public financial records
3X Rev
Growth
over CIEN
72%
24%
Infinera enters
100G Long Haul
Revenue Growth: Quarterly Trailing 12 Month Revenue


9 | ©
2015 Infinera
Infinera –
Financial Performance
Source: Infinera Financial Reporting
*Wall Street consensus as of May 19, 2015
**DellOro Group 2014 Optical Transport Report
*** Figures are Non-GAAP (reconciliation to GAAP numbers may be found at www.Infinera.com)
Recent 20+% growth
2013: 24%; 2014: 23%; 2015e:21%*
Increasingly Profitable***
2014 Gross Margin = 44.0%
Q4 14 = 46.1%
Q1 15 = 47.8%
2014 Operating Margin = 8.3%
Q4 14 = 11.0%
Q1 15 = 12.2%
Strong Balance Sheet
Nearly $260 million net cash
end of Q1 2015
Cash Flow from Operations         
(last
four
quarters)
=
$71
million
2014 vs 2013
23% YoY Growth
~2x Market growth **
Revenue
$811e*
$668


10 | ©
2015 Infinera
Differentiated Financial Performance
Source: Public financial statements; ALU = Entire business
YoY Revenue Growth, %
2014
20
10
0
-10
50
40
30
Gross Margin, %
2014
Transmode
Ciena
ALU
Cyan
MRV
Adva
Infinera


Transaction Rationale:
Advantages for all stakeholders
11 | ©
2015 Infinera


12 | ©
2015 Infinera
Infinera + Transmode
End-to-End
portfolio, $15.3B market*
Accelerate
100G market momentum
Technology
leadership
in
Photonics,
Packet-Optical,
ASICs and Network Management
Complementary
customers
and
geographies
Common philosophy of
profitable growth
Shared
culture
and
talent
driving
product
excellence
Expected non-GAAP EPS accretive in 2016
Culture
Technology
Customers
Financials
*Source: Infonetics Q4 2014 Market Forecast for 2019


13 | ©
2015 Infinera
Compatible Philosophies
Customer First
Top-rated for Services and Support
Product Excellence
#1 100G WDM Worldwide, ex-China
#1 Packet-Optical EMEA
Unique differentiated technologies
Profitability Focus
Market leading Operating & Gross Margins
Source: Infonetics 2014, Dell’Oro 2014
Culture + Talent + Business + Technology


14 | ©
2015 Infinera
A Transaction Good for All Stakeholders
Investors
Allows combined company to address $15.3B DWDM TAM (2019)
Combines two of the most profitable companies in the industry
Expected accretive to non-GAAP EPS in 2016; neutral to slightly dilutive 2H’15
Customers
Combined company would be able to deliver an End-to-End product portfolio
Shared culture of customer first, strong technology and product excellence
Scale of combined company allows for further investment in technologies to
accelerate & broaden differentiation
Employees
&
Community
Ability to develop compelling solutions with strong combined knowledge base
Deal synergies are revenue-based, not on cost cutting
Intent to invest in Transmode and Swedish engineering talent pool
Source of TAM: Infonetics Q4 2014 Market Forecast


15 | ©
2015 Infinera
Deal Logic


16 | ©
2015 Infinera
Delivering a Leading End-to-End Portfolio
Metro
Edge
Metro
Access
Metro Aggregation
Metro
Core
Cloud
LH Core
Cloud Xpress
Sliceable Photonics
ePIC-500
oPIC-100
DTN-X
XTC4/10
XTC4
Source: Infonetics Q4 2014 Market Forecast
Addresses $15.3B (2019) Transport Market


17 | ©
2015 Infinera
Complementary Customers
#1 100G WDM WW ex-China*
Leader in ICP, NA Cable, Wholesale & Ent.
First mover in Metro Cloud for ICPs
#1 Packet-Optical EMEA*
Strength in cable, wireless back/front haul,
Ethernet services
Leverage Strengths, Cross-Sell, New Mkts
*Source: Infonetics 2014, Dell’Oro 2014
Revenue Growth
Opportunity
Common


18 | ©
2015 Infinera
Infinera + Transmode enter Top 5 in WDM
Source: Dell’Oro Optical Report Jan 2015
Cross-selling and revenue synergies
create opportunity to go higher


19 | ©
2015 Infinera
Product
Mix*
Geographic
Mix**
Complementary Market Offerings
Metro 8%
Long-Haul
92%
Metro 100%
Americas
76%
APAC 4%
EMEA
20%
Americas
14%
APAC 4%
EMEA
82%
Combined Entity
Metro
~20%
Americas
68%
EMEA
28%
APAC 4%
* Percentages based on 2015 analyst revenue estimates. Infinera Metro includes analyst
estimates for Cloud Xpress and other Infinera metro offerings
**Geographic mix as of FY14


20 | ©
2015 Infinera
Industry Evolution


21 | ©
2015 Infinera
WDM Supplier Evolution
End-to-End
Suppliers
Long-Haul
Specialists
Metro
Specialists
Circa 2000-2002
Today
Consolidation towards end-to-end WDM suppliers underway


22 | ©
2015 Infinera
Moving from 10G to 100G = Greater Complexity
Alternative
Solution
Coherent IC
(Electronics)
Photonics
(Optical)
500G Capacity
Example
5 modules = more power, space & cost
10G
100G: Increasing advantage for vertically integrated suppliers
3
rd
party
optics
=
components
3
rd
Gen PIC:
500G “WDM-on-a-chip”
FlexCoherent™
Processor (FCP)
Coherent
ASIC
1 module = less space/power


23 | ©
2015 Infinera
Key to Long-Term Differentiation –
Cost Structure
10G
100G
Infinera Optics/ASICs + Transmode Metro = Competitive advantage
Infinera Internal Estimates


24 | ©
2015 Infinera
A Fair Deal for Transmode


25 | ©
2015 Infinera
Quarterly Sales Growth Comparison
USDm                                                             
SEKm
(3)
Infinera
SEKm
Transmode
In SEK (As Reported)¹
-4%
-15%
-29%
15%
25%
Constant Currency¹
-7%
-20%
-35%
7%
11%
Growth (Y/Y)
Growth (Y/Y)
In USD (As Reported)²
15%
20%
22%
34%
31%
Constant Currency²
14%
19%
22%
36%
35%
1.
Source: Transmode Quarterly Reports
2.
Source: Infinera Quarterly Reports; constant currency growth uses the same foreign exchange rates that were in effect during the
corresponding period in the prior year
3.
Represents Infinera revenue converted to SEKm based on average exchange rate during the corresponding quarter


26 | ©
2015 Infinera
Quarterly Sales Growth Comparison (Cont’d)
Source: Company Quarterly Reports; TRMO and ADVA converted to USD at average SEK / USD and EUR / USD exchange rates,
respectively, in effect during the corresponding quarter
Y-o-Y Growth (in USD), %
Sales Growth of Key Comparables in USD
89%
Morgan Stanley Analysis


27 | ©
2015 Infinera
Valuation Comparison –
2014
IFRS (as reported)
Adjusted
(1)
EBITDA
119.5
EBITDA (IFRS)
119.5
Less: Amortized R&D
(33.0)
Less: Cap R&D Adjustment
(70.3)
Less: Depreciation / Other
(15.9)
EBITDA (Adjusted)
49.2
EBIT
70.6
Less: Depreciation
(15.9)
Margin (%)
7.6%
EBIT (Adjusted)
33.3
Margin (%)
3.6%
IFRS
to
US
GAAP
Adjustments
2014
(SEKm)
EV/EBITDA -
2014
TRMO
@ 107.05 SEK
IFRS
Adjusted
(1)
Transmode reports based on IFRS,
which allows for capitalization of
development expenses (i.e.
expenses not deducted for
calculating EBITDA)
When adjusting for capitalized
R&D, which is not allowed under US
GAAP, Transmode’s EBITDA and
EBIT margins are lower
Source:
Data
derived
from
company
annual
reports;
ADVA
adjusted
for
R&D
capitalization,
which
is
not
allowed
under US GAAP
1.
After adjusting for the capitalization of R&D, which is not allowed under US GAAP
TRMO
@ 107.05 SEK
IFRS
Adjusted
(1)
Morgan Stanley Analysis


28 | ©
2015 Infinera
Valuation Comparison –
2014 (cont’d)
Source:  Data derived from company publicly available reports; ADVA adjusted for R&D capitalization, which is not allowed under US
GAAP
1.
After adjusting for the capitalization of R&D, which is not allowed under US GAAP
TRMO
@ 107.05 SEK
IFRS
Adjusted
(1)
TRMO
@ 107.05 SEK
IFRS
Adjusted
(1)
IFRS (as reported)
Adjusted
(1)
EBITDA
119.5
EBITDA (IFRS)
119.5
Less: Amortized R&D
(33.0)
Less: Cap R&D Adjustment
(70.3)
Less: Depreciation / Other
(15.9)
EBITDA (Adjusted)
49.2
EBIT
70.6
Less: Depreciation
(15.9)
Margin (%)
7.6%
EBIT (Adjusted)
33.3
Margin (%)
3.6%
IFRS
to
US
GAAP
Adjustments
2014
(SEKm)
Morgan Stanley Analysis


29 | ©
2015 Infinera
Valuation Comparison –
2015
EV/Revenue -
2015
Transmode reports based on IFRS,
which allows for capitalization of
development expenses (i.e.
expenses not deducted for
calculating EBITDA)
When adjusting for capitalized R&D,
which is not allowed under US
GAAP, Transmode’s EBITDA and
EBIT margins are lower
EV/EBITDA -
2015
IFRS
Adjusted
(3)
EBITDA
185.3
EBITDA (IFRS)
185.3
Less: Amortized R&D
(1)
(33.7)
Less: Cap R&D Adjustment
(71.0)
(2)
Less: Depreciation
(16.3)
EBITDA (Adjusted)
114.3
EBIT
135.3
Less: Depreciation
(16.3)
Margin (%)
12.4%
EBIT (Adjusted)
98.0
Margin (%)
9.0%
IFRS
to
US
GAAP
Adjustments
-
2015
(SEKm)
Source: Based on analyst estimates as of May 22, 2015
1.
Assumes capitalized R&D adjustment of 71.0 SEKm based on the sum
of (a) estimated amortization of capitalized R&D of 33.7 SEKm
(assumes same proportion of depreciation and amortization as in 2014) and (b) the increase in capitalized development costs of
37.3 SEKm (assumed equal to 2014 amount)
2.
ADVA adjusted for R&D capitalization, which is not allowed under
US GAAP
3.
After adjusting for the capitalization of R&D, which is not allowed under US GAAP
P/E -
2015
Morgan Stanley Analysis


30 | ©
2015 Infinera
Valuation Comparison –
2015 (cont’d)
IFRS
Adjusted
(3)
EBITDA
185.3
EBITDA (IFRS)
185.3
Less: Amortized R&D
(1)
(33.7)
Less: Cap R&D Adjustment
(71.0)
(3)
Less: Depreciation
(16.3)
EBITDA (Adjusted)
114.3
EBIT
135.3
Less: Depreciation
(16.3)
Margin (%)
12.4%
EBIT (Adjusted)
98.0
Margin (%)
9.0%
IFRS
to
US
GAAP
Adjustments
-
2015
(SEKm)
Source: Based on analyst estimates as of May 22, 2015
1.
Assumes capitalized R&D adjustment of 71.0 SEKm based on the sum
of (a) estimated amortization of capitalized R&D of 33.7 SEKm (assumes same
proportion of depreciation and amortization as in 2014) and (b) the increase in capitalized development costs of 37.3 SEKm (assumed equal to 2014
amount)
2.
ADVA adjusted for R&D capitalization, which is not allowed under
US GAAP
3.
After adjusting for the capitalization of R&D, which is not allowed under US GAAP
Morgan Stanley Analysis


31 | ©
2015 Infinera
Comparison of Transaction Premiums
1.
As disclosed
2.
As calculated based on market data from Bloomberg
1-Month VWAP
3-Month VWAP
6-Month VWAP
Spot
Alcatel /
Nokia
(2)
Cyan /
Ciena
(2)
Transmode /
Infinera
(2)
Alcatel /
Nokia
(2)
Cyan /
Ciena
(2)
Transmode /
Infinera
(1)
Alcatel /
Nokia
(2)
Cyan /
Ciena
(2)
Transmode /
Infinera
(1)
Alcatel /
Nokia
(2)
Cyan /
Ciena
(2)
Transmode /
Infinera
(1)
Morgan Stanley Analysis


32 | ©
2015 Infinera
Analysts Views on Infinera
Broker
Target Price
Rating
Jefferies
$27.00
Buy
Barrington
$26.50
Buy
MKM Partners
$26.00
Buy
JP Morgan
$26.00
Buy
Deutsche Bank
$25.00
Buy
Stifel Nicolaus
$25.00
Buy
Juda Group
$24.00
Buy
William Blair
No target
Buy
Goldman Sachs
$23.00
Hold
Wedbush
$18.00
Hold
Needham
No target
Hold
Consensus Target Price = $24.50
Price (5/19/15) = $20.20


33 | ©
2015 Infinera
Significant Increase in Liquidity
1.
Assumes
sell-down
at
20%
of
average
daily
volume
traded
(based
on
assumption
that
future
trading
volume
similar
to
YTD
volume)
2.
As of May 22, 2015; market data from Bloomberg
3.
Liquidity based on average daily trading volume year-to-date
Significant increase in Transmode’s stock liquidity expected
28.05 SEK cash per share at closing
Full liquidity
No single investor (x-POD) expected to hold more than 1 day of trading volume
ALL
investors (x-POD) expected to hold less than 5 days of trading volume
A 1% stake in Transmode currently takes  ~8 weeks to liquidate based on average volume, whereas post-transaction the
equivalent stake would take <1 day to liquidate
(1)
Exploring Stockholm listing
~75x
Greater
Liquidity
35K Shares / Day
~SEK3.0 MM / Day
(~US$365 K / Day)
~0.1% TSO
1.9MM Shares / Day
~US$26.5 MM / Day
~1.5% TSO
Average
Trading
Volume
YTD
vs.
Expected
Post
Deal
1
Morgan Stanley Analysis


34 | ©
2015 Infinera
This communication is neither an offer to purchase nor a solicitation of an offer to sell any shares. This communication is for
informational purpose only. The exchange offer for shares of Transmode AB will not be made to, nor will exchanges be accepted
from, or on behalf of, holders of shares in any jurisdiction in which the making of the exchange offer or the acceptance thereof
would not comply with the laws of that jurisdiction. The acceptance period for the exchange offer for shares of Transmode
described in this communication has not commenced.
In connection with the proposed combination of Infinera and Transmode, Infinera will file an offer document with the Swedish
Financial Supervisory Authority and a prospectus and a Registration Statement on Form S-4 with the SEC. 
Shareholders of Transmode should read the above referenced documents and materials carefully when such documents and
materials become available because they contain important information about the transaction.
Shareholders of Transmode may obtain free copies of these documents and materials, any amendments or supplements thereto
and other documents containing important information about Infinera and the transaction, once such documents and materials
are filed or furnished, as applicable, with the SEC, through the
website maintained by the SEC at www.sec.gov. Copies of the
documents and materials filed with the SEC by Infinera will also
be available free of charge on Infinera’s website at
www.infinera.com
under the heading “SEC Filings”
in the “Company—Investor Relations”
portion of Infinera’s website. More
information about the exchange offer, including the formal announcement of the offer and the offer document to be filed with
and approved by the Swedish Financial Supervisory Authority, can
be found on www.infinera.se.
Disclaimer


35 | ©
2015 Infinera
Thank You
www.infinera.com