8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

____________________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  November 13, 2014

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AVAYA INC.

(Exact Name of Registrant as Specified in its Charter)

____________________

Delaware	001-15951	22-3713430
(State or Other Jurisdiction of	(Commission File Number)	(IRS Employer Identification
Incorporation)		Number)

4655 Great America Parkway
Santa Clara, California	95054
(Address of Principal Executive Office)	(Zip Code)

 Registrant’s telephone number, including area code:  (908) 953-6000

N/A

(Former Name or Former Address, if Changed Since Last Report)

 ____________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

On November 13, 2014, Avaya Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and full fiscal year ended September 30, 2014. The full text of the press release is furnished as Exhibit 99.1. As previously announced, the Company will host a conference call to discuss its financial results at 2:00 p.m. PST on November 13, 2014. A copy of the presentation materials to be referenced in the conference call is furnished as Exhibit 99.2 and will be available on the Company’s investor relations website at http://investors.avaya.com.

This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit	Exhibit Name
99.1	Press Release, dated November 13, 2014, entitled “Avaya Reports Fourth Fiscal Quarter and Fiscal Year 2014 Financial Results”
99.2	Presentation to Investors, dated November 13, 2014, entitled “Avaya Q4 2014 Earnings Call”

Forward-Looking Statements

This current report on Form 8-K contains “forward-looking statements.” All statements other than statements of historical fact are “forward-looking” statements for purposes of the U.S. federal and state securities laws. These statements may be identified by the use of forward looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “should” or “will” or the negative thereof or other variations thereon or comparable terminology. The Company has based these forward-looking statements on its current expectations, assumptions, estimates and projections. While the Company believes these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond its control. These factors, including those discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2013 may cause its actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. For a further list and description of such risks and uncertainties, please refer to the Company’s filings with the SEC that are available at www.sec.gov. The Company cautions you that the list of important factors included in the Company’s SEC filings may not contain all of the material factors that are important to you. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this report may not in fact occur. The Company undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		AVAYA INC.
Date: November 13, 2014	By:	/s/ David Vellequette
	Name:	David Vellequette
	Title:	Chief Financial Officer

EX-99.1

Exhibit 99.1 Media Inquiries: Investor Inquiries: Deb Kline John Nunziati 908-953-6179 408-562-3780 klined@avaya.com jfnunziati@avaya.com Avaya Reports Fourth Fiscal Quarter and Fiscal Year 2014 Financial Results Fourth Quarter 2014: - Revenue of $1,126 million - Operating Income of $62 million, Non-GAAP Operating Income(1) of $212 million - Adjusted EBITDA(1) of $253 million, 22.5% of revenue Fiscal 2014: - Revenue of $4,371 million - Operating Income of $197 million, Non-GAAP Operating Income(1) of $727 million - Adjusted EBITDA(1) of $898 million, 20.5% of revenue Santa Clara, Calif. — Thursday, November 13, 2014 – Avaya reported financial results for the fourth fiscal quarter and full fiscal year ended September 30, 2014. Total revenue for the fourth quarter was $1,126 million, up $72 million when compared to the prior quarter. On a year over year basis revenue was down $43 million compared to the fourth quarter of fiscal 2013. For the fourth fiscal quarter, adjusted EBITDA(1) was $253 million which compares to adjusted EBITDA of $223 million for the prior quarter and $291 million for the fourth quarter of fiscal 2013. GAAP operating income was $62 million and non-GAAP operating income was $212 million which compares to non-GAAP operating income of $180 million for the prior quarter and $240 million for the fourth quarter of fiscal 2013. Cash and cash equivalents totaled $322 million as of September 30, 2014. For fiscal 2014, Avaya reported revenue of $4,371 million, down 4.5% compared to fiscal 2013 revenue of $4,578 million. Non-GAAP operating income was $727 million in fiscal 2014 compared to $700 million in fiscal 2013. Fiscal 2014 adjusted EBITDA of $898 million was down $24 million compared to fiscal 2013.

“Avaya’s fourth quarter results delivered a strong finish to the fiscal year. Revenue increased sequentially evidencing progress in our sales and marketing transformation. Solid bookings and backlog indicate a favorable demand environment for our products and services.” said Kevin Kennedy, president and CEO. “As we move into fiscal 2015, Avaya continues to focus on accelerating our sales and marketing transformation, enhancing our product portfolio, and generating growth.” Fourth Fiscal Quarter Highlights • Revenue of $1,126 million increased $72 million compared to the prior quarter and decreased $43 million compared to the fourth quarter of fiscal 2013 • Product revenue of $579 million increased by 13% compared to the prior quarter and decreased 6% compared to the fourth quarter of fiscal 2013. Product book-to-bill was greater than 1.0 • Avaya Global Services revenue of $547 million increased 1% compared to the prior quarter and decreased 1% compared to the fourth quarter of fiscal 2013 • Gross margin was 58.2% compared to 57.6% for the prior quarter and 57.7% for the fourth quarter of fiscal 2013 • Non-GAAP gross margin was 59.7% compared to 59.2% for the prior quarter and 59.0% for the fourth quarter of fiscal 2013 • Fourth fiscal quarter 2014 non-GAAP gross margin was a record level for the company • Operating income was $62 million which compares to operating income of $48 million for the prior quarter and operating income of $109 million for the fourth quarter of fiscal 2013 • Non-GAAP operating income was $212 million compared to non-GAAP operating income of $180 million for the prior quarter and $240 million for the fourth quarter of fiscal 2013 • Adjusted EBITDA was $253 million or 22.5% of revenue compared to $223 million or 21.2% of revenue for the prior quarter and $291 million or 24.9% of revenue for the fourth quarter of fiscal 2013 • For the fourth fiscal quarter, percentage of revenue by geography was: ‐ U.S. – 52% - EMEA – 29% ‐ Asia-Pacific – 10% - Americas International – 9% Full Fiscal Year 2014 Highlights • Revenue of $4,371 million decreased 4.5% compared to fiscal 2013 • Product revenue of $2,196 million decreased 6% compared to fiscal 2013 • Avaya Global Services revenue of $2,175 million decreased 3% compared to fiscal 2013 • Gross margin was 57.2% compared to 55.3% for fiscal 2013. Non-GAAP gross margin was 58.9% compared to 56.8% for fiscal 2013 • Operating income was $197 million which compares to operating income of $145 million for fiscal 2013. Non-GAAP Operating Income was $727 million or 16.6% of revenue compared to $700 million or 15.3% of revenue for fiscal 2013 • Adjusted EBITDA was $898 million or 20.5% of revenue compared to $922 million or 20.1% of revenue for fiscal 2013 • Full fiscal year 2014 Non-GAAP Gross Margin % and Adjusted EBITDA % were records for the company in any fiscal year Conference Call and Webcast

Avaya will host a conference call to discuss these financial results and related Q&A at 2:00 p.m. PST on November 13, 2014. On the call will be Kevin Kennedy, president and CEO, and Dave Vellequette, CFO. The call will be moderated by John Nunziati, senior director of investor relations. To join the live webcast and view supplementary materials, listeners should access the investor page of Avaya’s website (www.avaya.com/investors). Following the live webcast, a replay will be available at the same web address in the event archives. To access the live webcast by phone, dial 800-862-9098 in the U.S. or Canada and 785-424- 1051 for international callers, using the conference ID: AVQ414. Listeners should access the webcast or the call 10-15 minutes before the start time to ensure they are connected prior to the start time. A replay of the conference call will be available beginning at 5:00 p.m. PST on November 13 through December 12, by dialing 800-753-0348 within the United States or 402-220-2672 outside the United States. About Avaya Avaya is a leading provider of solutions that enable customer and team engagement across multiple channels and devices for better customer experience, increased productivity and enhanced financial performance. Its world-class contact center and unified communications technologies and services are available in a wide variety of flexible on-premise and cloud deployment options that seamlessly integrate with non-Avaya applications. The Avaya Engagement Development Platform enables third parties to create and customize business applications for competitive advantage. Avaya’s fabric-based networking solutions help simplify and accelerate the deployment of business critical applications and services. For more information please visit www.avaya.com. Certain statements contained in this press release may be forward-looking statements. These statements may be identified by the use of forward-looking terminology such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "potential," "predict," "should" or "will" or other similar terminology. We have based these forward-looking statements on our current expectations, assumptions, estimates and projections. While we believe these are reasonable, such forward looking statements involve known and unknown risks and uncertainties, many of which are beyond our control. These and other important factors may cause our actual results to differ materially from any future results expressed or implied by these forward-looking statements. For a list and description of such risks and uncertainties, please refer to Avaya's filings with the SEC that are available at www.sec.gov. Avaya disclaims any intention or obligation to update or revise any forward-looking statements. 1 Refer to Supplemental Financial Information accompanying this press release for a reconciliation of GAAP to non-GAAP numbers and for reconciliation of adjusted EBITDA for the third quarter of fiscal 2014 see our Form 8-K filed with the SEC on August 5, 2014 at www.sec.gov.

2014 2013 2014 2013 REVENUE Products 579$ 617$ 2,196$ 2,337$ Services 547 552 2,175 2,241 1,126 1,169 4,371 4,578 COSTS Products: Costs (exclusive of amortization of acquired technology intangible assets) 221 232 854 963 Amortization of acquired technology intangible assets 14 14 56 63 Services 236 249 962 1,022 471 495 1,872 2,048 GROSS PROFIT 655 674 2,499 2,530 OPERATING EXPENSES Selling, general and administrative 376 372 1,531 1,511 Research and development 90 102 379 445 Amortization of acquired intangible assets 56 56 227 228 Restructuring charges, net 71 35 165 200 Acquisition-related costs - - - 1 593 565 2,302 2,385 OPERATING INCOME 62 109 197 145 Interest expense (112) (121) (459) (467) Loss on extinguishment of debt - - (5) (6) Other income (expense), net 33 (5) 25 (14) LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES (17) (17) (242) (342) (Provision for) benefit from income taxes of continuing operations (32) 29 (51) 35 (LOSS) INCOME FROM CONTINUING OPERATIONS (49) 12 (293) (307) Income (loss) from discontinued operations, net of income taxes 30 11 62 (57) NET (LOSS) INCOME (19)$ 23$ (231)$ (364)$ Three months ended September 30, Avaya Inc. Consolidated Statements of Operations (Unaudited; in millions) Fiscal year ended September 30,

September 30, 2014 September 30, 2013 ASSETS Current assets: Cash and cash equivalents 322$ 288$ Accounts receivable, net 745 702 Inventory 197 245 Deferred income taxes, net 24 52 Other current assets 224 241 Assets of discontinued operations - 59 TOTAL CURRENT ASSETS 1,512 1,587 Property, plant and equipment, net 281 334 Deferred income taxes, net 52 34 Intangible assets, net 1,224 1,497 Goodwill 4,047 4,048 Other assets 141 172 TOTAL ASSETS 7,257$ 7,672$ LIABILITIES Current liabilities: Debt maturing within one year 32$ 35$ Accounts payable 416 401 Payroll and benefit obligations 228 251 Deferred revenue 668 671 Business restructuring reserve, current portion 86 92 Other current liabilities 254 256 Liabilities of discontinued operations - 19 TOTAL CURRENT LIABILITIES 1,684 1,725 Long-term debt 5,991 6,051 Pension obligations 1,535 1,510 Other postretirement obligations 273 290 Deferred income taxes, net 249 237 Business restructuring reserve, non-current portion 119 78 Other liabilities 475 450 TOTAL NON-CURRENT LIABILITIES 8,642 8,616 Commitments and contingencies STOCKHOLDER'S DEFICIENCY Common stock - - Additional paid-in capital 2,962 2,937 Accumulated deficit (4,831) (4,600) Accumulated other comprehensive loss (1,200) (1,006) TOTAL STOCKHOLDER'S DEFICIENCY (3,069) (2,669) TOTAL LIABILITIES AND STOCKHOLDER'S DEFICIENCY 7,257$ 7,672$ Avaya Inc. (Unaudited; in millions) Consolidated Balance Sheets

2014 2013 Net cash (used for) provided by: Net loss (231)$ (364)$ Income (loss) from discontinued operations, net of income taxes 62 (57) Loss from continuing operations (293) (307) Adjustments to loss from continuing operations for non-cash items 467 381 Changes in operating assets and liabilities (138) 57 Continuing operating activities 36 131 Discontinued operating activities 4 20 Operating activities 40 151 Continuing investing activities (33) (113) Discontinued investing activities 101 - Investing activities 68 (113) Financing activities (60) (79) Effect of exchange rate changes on cash and cash equivalents (14) (8) Net increase (decrease) in cash and cash equivalents 34 (49) Cash and cash equivalents at beginning of period 288 337 Cash and cash equivalents at end of period 322$ 288$ Avaya Inc. Condensed Statements of Cash Flows (Unaudited; in millions) Fiscal year ended September 30,

Avaya Inc. Supplemental Schedules of Revenue (Unaudited; in millions) Dec. 31, Mar. 31, June 30, 2013 2014 2014 2014 2013 2014 2013 Amount Pct. Revenue by Segment 507$ 476$ 450$ GCS 520$ 553$ 46% 47% (33)$ -6% 67 56 61 Networking 59 64 5% 6% (5) -8% 574 532 511 Total ECS product revenue 579 617 51% 53% (38) -6% 557 528 543 AGS 547 552 49% 47% (5) -1% 1,131$ 1,060$ 1,054$ Total revenue 1,126$ 1,169$ 100% 100% (43)$ -4% Revenue by Geography 604$ 532$ 543$ U.S. 588$ 628$ 52% 54% (40)$ -6% International: 303 313 297 EMEA 321 313 29% 27% 8 3% 114 112 108 APAC - Asia Pacific 111 113 10% 9% (2) -2% 110 103 106 106 115 9% 10% (9) -8% 527 528 511 Total International 538 541 48% 46% (3) -1% 1,131$ 1,060$ 1,054$ Total revenue 1,126$ 1,169$ 100% 100% (43)$ -4% Three Months Ended Three Months Ended September 30, Mix Americas International - Canada and Latin America Revenues Change

Use of non-GAAP (Adjusted) Financial Measures The information furnished in this release includes non-GAAP financial measures that differ from measures calculated in accordance with generally accepted accounting principles in the United States (GAAP), including adjusted EBITDA, non-GAAP gross margin as a percentage of revenue, and non-GAAP operating income. EBITDA is defined as net income (loss) before income taxes, interest expense, interest income and depreciation and amortization and excludes the results of discontinued operations for all periods presented. Adjusted EBITDA is EBITDA further adjusted to exclude certain charges and other adjustments permitted in calculating covenant compliance under our debt agreements as further described in our SEC filings. We believe that including supplementary information concerning Adjusted EBITDA is appropriate to provide additional information to investors to demonstrate compliance with our debt agreements and because it serves as a basis for determining management compensation. In addition, we believe Adjusted EBITDA provides more comparability between our historical results and results that reflect purchase accounting and our current capital structure. Accordingly, Adjusted EBITDA measures our financial performance based on operational factors that management can impact in the short-term, namely the Company’s pricing strategies, volume, costs and expenses of the organization. Adjusted EBITDA has limitations as an analytical tool. Adjusted EBITDA does not represent net income (loss) or cash flow from operations as those terms are defined by GAAP and does not necessarily indicate whether cash flows will be sufficient to fund cash needs. While adjusted EBITDA and similar measures are frequently used as measures of operations and the ability to meet debt service requirements, these terms are not necessarily comparable to other similarly titled captions of other companies due to the potential inconsistencies in the method of calculation. Adjusted EBITDA does not reflect the impact of earnings or charges resulting from matters that we consider not to be indicative of our ongoing operations. In particular, based on our debt agreements the definition of Adjusted EBITDA allows us to add back certain non-cash charges that are deducted in calculating net income (loss). Our debt agreements also allow us to add back restructuring charges, certain fees payable to our private equity sponsors and other specific cash costs and expenses as defined in the agreements and that portion of our pension costs, other post-employment benefits costs, and non-retirement post-employment benefits costs representing the amortization of pension service costs and actuarial gain or loss associated with these employment benefits. However, these are expenses that may recur, may vary and are difficult to predict. Further, our debt agreements require that Adjusted EBITDA be calculated for the most recent four fiscal quarters. As a result, the measure can be disproportionately affected by a particularly strong or weak quarter. Further, it may not be comparable to the measure for any subsequent four-quarter period or any complete fiscal year. Non-GAAP gross margin excludes the amortization of acquired technology intangible assets, share based compensation, impairment of long lived assets and purchase accounting adjustments. We have included non-GAAP gross margin because we believe it provides additional useful information to investors regarding our operations by excluding those charges that management does not believe are reflective of the Company’s ongoing operating results when assessing the performance of the business. Non-GAAP operating income excludes the amortization of technology intangible assets, restructuring and impairment charges, acquisition and integration related costs, share based compensation, impairment of long lived assets and purchase accounting adjustments. We have included non-GAAP operating income because we believe it provides additional useful information to investors regarding our operations by excluding those charges that management does not

believe are reflective of the company’s ongoing operating results when assessing the performance of the business. These non-GAAP measures are not based on any comprehensive set of accounting rules or principles and have limitations as analytical tools in that they do not reflect all of the amounts associated with Avaya’s results of operations as determined in accordance with GAAP. As such, these measures should only be used to evaluate Avaya's results of operations in conjunction with the corresponding GAAP measures. The following tables reconcile GAAP measures to non-GAAP measures: 2014 2013 2014 2013 (Loss) income from continuing operations (49)$ 12$ (293)$ (307)$ Interest expense 112 121 459 467 Interest income (1) - (2) (2) Provision for (benefit from) income taxes 32 (29) 51 (35) Depreciation and amortization 98 123 434 455 192 227 649 578 Impact of purchase accounting adjustments - - - 1 Restructuring charges, net 71 35 165 200 Sponsors’ fees 1 2 7 7 Acquisition-related costs - - - 1 Integration-related costs 2 3 7 15 Divestiture-related costs - - 2 - Loss on extinguishment of debt - - 5 6 Third-party fees expensed in connection with the debt modification - - 2 18 Non-cash share-based compensation 5 4 25 11 Gain on sale of investments and long-lived assets, net - - - (1) Gain on sale of TBU business (14) - (14) - Change in certain tax indemnifications (1) - 4 - Impairment of long-lived assets - - - 1 Venezuela hyperinflationary and devaluation charges - - 2 1 Resolution of certain legal matters - - 8 10 (Gain) loss on foreign currency transactions (17) 5 (18) (5) Pension/OPEB/nonretirement postemployment benefits and long- term disability costs 13 15 51 79 Other 1 - 3 - Adjusted EBITDA 253$ 291$ 898$ 922$ EBITDA Three months ended September 30, Avaya Inc. Supplemental Schedule of Non-GAAP Adjusted EBITDA (Unaudited; in millions) Fiscal year ended September 30,

Dec. 31, Mar. 31, June 30, Sept. 30, Dec. 31, Mar. 31, June 30, Sept. 30, 2012 2013 2013 2013 2013 2014 2014 2014 2014 2013 Gross Profit - Adjusted for discontinued operations 659$ 579$ 618$ 674$ 640$ 597$ 607$ 655$ 2,499$ 2,530$ Gross Margin - Adjusted for discontinued operations 54.6% 53.3% 55.4% 57.7% 56.6% 56.3% 57.6% 58.2% 57.2% 55.3% Items excluded: Amortization of acquired technology intangible assets 22 14 13 14 14 14 14 14 56 63 Impairment of capitalized software development costs - - 1 - - - - - - 1 Share-based compensation 1 - 2 2 3 4 3 3 13 5 Incremental accelerated depreciation associated with vacating a facility - - - - - 6 - - 6 - Purchase accounting adjustments to revenue - - 1 - - - - - - 1 Non-GAAP Gross Profit - Adjusted for discontinued operations 682$ 593$ 635$ 690$ 657$ 621$ 624$ 672$ 2,574$ 2,600$ Non-GAAP Gross Margin - Adjusted for discontinued operations 56.5% 54.6% 56.8% 59.0% 58.1% 58.6% 59.2% 59.7% 58.9% 56.8% Reconciliation of Non-GAAP Operating Income Operating Income - Adjusted for discontinued operations 18$ 12$ 6$ 109$ 87$ -$ 48$ 62$ 197$ 145$ Percentage of Revenue 1% 1% 0.5% 9.3% 7.7% 0.0% 4.6% 5.5% 4.5% 3.2% Items excluded: Amortization of acquired intangible assets 80 71 70 70 72 71 70 70 283 291 Restructuring and impairment charges, net 84 18 63 35 7 42 45 71 165 200 Integration-related costs 5 6 5 4 3 2 1 3 9 20 Divestiture-related costs - - - - 2 - 2 - Share-based compensation 2 1 4 4 6 8 6 5 25 11 Impairment of capitalized software development costs - - 1 - - - - - - 1 Incremental accelerated depreciation associated with vacating certain facilities - - 3 18 16 19 - - 35 21 Resolution of certain legal matters - - 10 - - - 8 - 8 10 Purchase accounting adjustments to revenue - - 1 - - - - - - 1 Other - - - - 2 - - 1 3 - Non-GAAP Operating Income - Adjusted for discontinued operations 189$ 108$ 163$ 240$ 193$ 142$ 180$ 212$ 727$ 700$ Non-GAAP Operating Margin - Adjusted for discontinued operations 15.7% 9.9% 14.6% 20.5% 17.1% 13.4% 17.1% 18.8% 16.6% 15.3% Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin Fiscal year ended September 30, Avaya Inc. Supplemental Schedules of Non-GAAP Reconciliations (Unaudited; in millions) Three Months Ended

Dec. 31, Mar. 31, June 30, Sept. 30, Dec. 31, Mar. 31, June 30, Sept. 30, 2012 2013 2013 2013 2013 2014 2014 2014 2014 2013 Revenue 631$ 529$ 560$ 617$ 574$ 532$ 511$ 579$ 2,196$ 2,337$ Costs (exclusive of amortization of acquired technology intangible assets) 261 236 234 232 228 206 199 221 854 963 Amortization of acquired technology intangible assets 22 14 13 14 14 14 14 14 56 63 GAAP Gross Profit 348 279 313 371 332 312 298 344 1,286 1,311 GAAP Gross Margin 55.2% 52.7% 55.9% 60.1% 57.8% 58.6% 58.3% 59.4% 58.6% 56.1% Items excluded: Amortization of acquired technology intangible assets 22 14 13 14 14 14 14 14 56 63 Impairment of capitalized software development costs - - 1 - - - - - - 1 Incremental accelerated depreciation associated with vacating a facility - - - - - 3 - - 3 - Purchase accounting adjustments to revenue - - 1 - - - - - - 1 Non-GAAP Gross Profit 370$ 293$ 328$ 385$ 346$ 329$ 312$ 358$ 1,345$ 1,376$ Non-GAAP Gross Margin 58.6% 55.4% 58.5% 62.4% 60.3% 61.8% 61.1% 61.8% 61.2% 58.9% Revenue 576$ 557$ 556$ 552$ 557$ 528$ 543$ 547$ 2,175$ 2,241$ Costs 265 257 251 249 249 243 234 236 962 1,022 GAAP Gross Profit 311 300 305 303 308 285 309 311 1,213 1,219 GAAP Gross Margin 54.0% 53.9% 54.9% 54.9% 55.3% 54.0% 56.9% 56.9% 55.8% 54.4% Items excluded: Share-based compensation 1 - 2 2 3 4 3 3 13 5 Incremental accelerated depreciation associated with vacating a facility - - - - - 3 - - 3 - Non-GAAP Gross Profit 312$ 300$ 307$ 305$ 311$ 292$ 312$ 314$ 1,229$ 1,224$ Non-GAAP Gross Margin 54.2% 53.9% 55.2% 55.3% 55.8% 55.3% 57.5% 57.4% 56.5% 54.6% Three Months Ended Fiscal year ended September 30, Avaya Inc. Supplemental Schedules of Non-GAAP Reconciliation of Gross Profit and Gross Margin by Portfolio (Unaudited; in millions) Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin - Products Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin - Services

EX-99.2

The Power of We™ November 13, 2014 Avaya Q4 2014 Earnings Call Exhibit 99.2

© 2014 Avaya 2 Forward - Looking Statements Certain statements contained in this presentation are forward-looking statements, including statements regarding our future financial and operating performance, as well as statements regarding our future growth plans and drivers. These statements may be identified by the use of forward-looking terminology such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "potential," "predict," "should" or "will" or other similar terminology. We have based these forward-looking statements on our current expectations, assumptions, estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control. These and other important factors may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. For a list and description of such risks and uncertainties, please refer to our filings with the SEC that are available at www.sec.gov and in particular, our 2013 Form 10-K filed with the SEC on November 22, 2013. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. This presentation should be read in conjunction with our Form 8-K filed with the SEC on November 13, 2014. Within this presentation, we refer to certain non‐GAAP financial measures that involve adjustments to GAAP measures. Reconciliations between our non-GAAP financial measures and GAAP financial measures are included on the last three slides of this presentation. These slides, as well as current and historical financial data are available on our web site at www.avaya.com/investors . None of the information included on the website is incorporated by reference in this presentation. Historical amounts presented reflect the sale of ITPS.

© 2014 Avaya 3 Fiscal Q4 2014 Financial Highlights (Amounts are non-GAAP)  Revenue of $1,126 million up $72 million from the prior quarter Strong finish to the fiscal year – Flagship product and services revenue grew 5% sequentially and 5% year-over-year – Year-over-year growth in Private cloud and managed services, Contact center flagship products, and Aura – Core product and service revenue up 12% sequentially with strength in EMEA – Product Book-to-Bill greater than 1.0 for third consecutive quarter  Gross margin increased sequentially and year-over-year to 59.7%  Operating income of $212 million with 18.8% operating margin  Adjusted EBITDA of $253 million or 22.5% of revenue – In range of the Company’s target financial model performance NOTE: Historical amounts presented reflect the sale of ITPS

© 2014 Avaya 4 Fiscal 2014 Financial Highlights (Amounts are non-GAAP)  Revenue of $4,371 million down $208 million from the prior year – Flagship product and services revenue grew 6% versus fiscal 2013 – Private cloud and managed services increased 19% compared to fiscal 2013 – IP Office, Aura, and Contact center flagship products also grew  Gross margin increased to 58.9% versus 56.8% in fiscal 2013 – Record total company gross margin – 4th consecutive year of year-over-year gross margin improvement  Operating income of $727 million with 16.6% operating margin  Adjusted EBITDA of $898 million or 20.5% of revenue NOTE: Historical amounts presented reflect the sale of ITPS

© 2014 Avaya 5 Quarterly Income Statement (All amounts non-GAAP and dollars in millions) FQ4 2014 FQ3 2014 FQ4 2013 Revenue: Product $579 $511 $617 Services $547 $543 $552 Total Revenue $1,126 $1,054 $1,169 Gross Margin: Product 61.8% 61.1% 62.4% Services 57.4% 57.5% 55.3% Total Gross Margin 59.7% 59.2% 59.0% Operating Margin 18.8% 17.1% 20.5% Adjusted EBITDA $253 $223 $291 Adjusted EBITDA % 22.5% 21.2% 24.9% NOTE: Historical amounts presented reflect the sale of ITPS For a reconciliation of non-GAAP to GAAP financial information, please see the appendix.

© 2014 Avaya 6 Annual Income Statement (All amounts non-GAAP and dollars in millions) FY 2014 FY 2013 FY 2012 Revenue: Product $2,196 $2,338 $2,674 Services $2,175 $2,241 $2,347 Total Revenue $4,371 $4,579 $5,021 Gross Margin: Product 61.2% 58.9% 57.4% Services 56.5% 54.6% 51.9% Total Gross Margin 58.9% 56.8% 54.8% Operating Margin 16.6% 15.3% 13.9% Adjusted EBITDA $898 $922 $946 Adjusted EBITDA % 20.5% 20.1% 18.8% NOTE: Historical amounts presented reflect the sale of ITPS For a reconciliation of non-GAAP to GAAP financial information, please see the appendix.

© 2014 Avaya 7 Quarterly Revenue by Geographic Region (All amounts non-GAAP and dollars in millions) FQ4 2014 FQ3 2014 FQ4 2013 Revenue U.S. $588 $543 $628 EMEA $321 $297 $313 APAC $111 $108 $113 AI $106 $106 $115 Total $1,126 $1,054 $1,169 % of Total Revenue U.S. 52% 52% 54% EMEA 29% 28% 27% APAC 10% 10% 9% AI 9% 10% 10% Total 100% 100% 100% NOTE: Historical amounts presented reflect the sale of ITPS

© 2014 Avaya 8 Annual Revenue by Geographic Region (All amounts non-GAAP and dollars in millions) FY 2014 FY 2013 FY 2012 Revenue U.S. $2,267 $2,431 $2,636 EMEA $1,234 $1,239 $1,349 APAC $445 $457 $497 AI $425 $452 $539 Total $4,371 $4,579 $5,021 % of Total Revenue U.S. 52% 53% 52% EMEA 28% 27% 27% APAC 10% 10% 10% AI 10% 10% 11% Total 100% 100% 100% NOTE: Historical amounts presented reflect the sale of ITPS

© 2014 Avaya 9 Balance Sheet and Operating Metrics (Dollars in millions, Balance sheet items as of the end of the period indicated) FQ4 2014 FQ3 2014 FQ4 2013 Total Cash and Cash Equivalents $322 $315 $288 Cash from Operations $15 ($11) $48 Capital Expenditures and Capitalized Software $40 $35 $34 Days Sales Outstanding 60 55 54 Inventory Turns 9.6 8.6 8.1 Headcount (as of the end of the period indicated) 13,036 13,139 13,940 Annualized Quarterly Revenue ($K) / Headcount (as of the end of the period indicated) $346 $321 $335 NOTE: Historical amounts presented reflect the sale of ITPS

© 2014 Avaya 10 Financial Summary ($M) Non-GAAP 3Q14 Actual 4Q14 Actual Business Model Revenue $1,054 $1,126 $1,100 – $1,150 Gross Margin % 59.2% 59.7% 58.5% – 59.5% Oper Expense % 42.1% 40.9% 38.5% – 39.5% Oper Income % 17.1% 18.8% 19% – 20.5% Adj EBITDA $ $223 $253 $250 – $275 Adj EBITDA % 21.2% 22.5% 22.7% – 23.9% Q4 Revenue: $1.13B; up $72M sequentially – Driven primarily by increased Product and Professional Services revenues – Flagship products & services up 5% QoQ and 5% YoY Gross Margin % – Fiscal Quarter record: 59.7% – Fiscal Year record: 58.9% $253M Adjusted EBITDA 22.5% of revenue – In line with low-end of target financial model range For a reconciliation of non-GAAP to GAAP financial information, please see our most recent SEC filings and the tables at the end of this presentation FY 11 FY 12 FY 13 FY 14 4QF13 3QF14 4QF14 Flagship 32% 35% 39% 43% 40% 44% 44% Core 48% 49% 47% 45% 48% 45% 47% Products & Services* (% of Total Avaya Revenue) For a reconciliation of non-GAAP to GAAP financial information, please see www.avaya.com/investors . NOTE: Historical amounts presented reflect the sale of ITPS We have structured our model such that, assuming quarterly revenue between $1.1 billion and $1.15 billion dollars, our operational performance should generate adjusted EBITDA in the range of $250 and $275 million * Flagship includes Video, Avaya Aura®, IP Office, leading edge Contact Center, Wireless LAN, SBC, Ethernet/fabric switching, and professional, cloud and managed Services Core includes phones, gateways, servers, core contact center, and other managed and maintenance support services Legacy includes legacy Nortel and Tenovis, excluding Networking

© 2014 Avaya 11 $0.0 $0.5 $1.0 $1.5 $2.0 $2.5 $3.0 $3.5 $4.0 2014 2015 2016 2017 2018 2019 2020 2021 Avaya Debt Maturity Profile ($ in Billions, by calendar year) $0.13 $2.0 $1.1 $1.3 $1.4 Overall Average Portfolio Interest Rate 6.9% Today 11/13/14  Reduced overall average portfolio interest rate from 7.4% to 6.9% in FY 14  Paid $10M against Cash Flow Revolver in September  Additional liquidity available through Asset-Backed & Cash-Flow revolvers  Annual cash needs for Pension, Interest, Restructuring, CapEx, and Cash Taxes expected to be below $900M in FY 15  Long Term Net Debt of $5.6B NOTE: Amounts shown are expected balances at maturity date; 2017 & 2018 are net of amortization which totals approximately $9.5M quarterly

© 2014 Avaya 12 Fiscal Q1 2015 Financial Outlook (As Delivered 11/12/14)  In the past three years, the sequential change in revenue from the fourth fiscal quarter to the first fiscal quarter has been a decrease in the range of 2% to 3%.  Given that history and our current visibility, we believe the company will perform in the revenue range of our target financial operating model.  We also expect the company’s adjusted EDITDA to be slightly below our targeted range due to annual sales conference, merit increases and slightly higher marketing and legal costs.  We expect cash restructuring requirements for the first fiscal quarter to be between $25 million and $30 million. NOTE: Avaya does not reiterate guidance or provide any form of mid-quarter update

© 2014 Avaya 13 Upcoming Events (See www.avaya.com/investors for additional details)  Wednesday, December 3, 2014 – Bank of America/Merrill Lynch High Yield Investor Conference – Presenter: Dave Vellequette, CFO – Presentation Time: 6:30 AM Pacific / 9:30 AM Eastern  Wednesday, December 10, 2014 – Avaya Engages Silicon Valley – Media and marketing event – Streaming access available online at www.avaya.com Webcast links and details with supporting slides will be available for each of these events. See the investor pages of our website www.avaya.com/investors

© 2014 Avaya 14 Pension & Other Post-Employment Benefits Trend ($M)  Cash payments are made either in compliance with applicable law and regulations where required, or to directly pay benefits where appropriate.  P&L Expense is recognized as retirement benefits are earned during the participants’ years of employment. (1) Data source: Refer to “Benefit Obligations” section of Avaya’s 10-Q and 10-K for the applicable periods See slide 15 for amounts used in Adjusted EBITDA calculation (to reflect amortization of prior service costs and associated gains/losses) Cash Effect (1) Q1’13 Q2’13 Q3’13 Q4’13 Q1’14 Q2’14 Q3’14 Q4’14 FY’13 FY’14 US Pension 19 20 23 46 23 24 59 54 108 160 Non-US Pension 4 14 3 4 5 15 4 3 25 27 OPEB 13 12 13 14 10 11 12 12 52 45 Total Cash Contributions 36 46 39 64 38 50 75 69 185 232 P&L Effect (1) Q1’13 Q2’13 Q3’13 Q4’13 Q1’14 Q2’14 Q3’14 Q4’14 FY’13 FY’14 US Pension 27 27 28 22 16 16 17 16 104 65 Non-US Pension 8 8 7 8 8 8 7 7 31 30 OPEB 1 2 (7) (1) 1 1 1 1 (5) 4 Total P&L Expenses 36 37 28 29 25 25 25 24 130 99

© 2014 Avaya 15 Non-GAAP Reconciliation Adjusted EBITDA * For reconciliation of adjusted EBITDA for the third quarter of 2014 see our Form 8-K/A filed with the SEC on August 5,2014 at www.sec.gov. . 2014 2013 2014 2013 (Loss) income from continuing operations (49)$ 12$ (293)$ (307)$ Interest expense 112 121 459 467 Interest income (1) - (2) (2) Provision for (benefit from) income taxes 32 (29) 51 (35) Depreciation and amortization 98 123 434 455 192 227 649 578 Impact of purchase accounting adjustments - - - 1 Restructuring charges, net 71 35 165 200 Sponsors’ fees 1 2 7 7 Acquisition-related costs - - - 1 Integration-related costs 2 3 7 15 Divestiture-related costs - - 2 - Loss on extinguishment of debt - - 5 6 Third-party fees expensed in connection with the debt modification - - 2 18 Non-cash share-based compensation 5 4 25 11 Gain on sale of investments and long-lived assets, net - - - (1) Gain on sale of TBU business (14) - (14) - Change in certain tax indemnifications (1) - 4 - Impairment of long-lived assets - - - 1 Venezuela hyperinflationary and devaluation charges - - 2 1 Resolution of certain legal matters - - 8 10 (Gain) loss on foreign currency transactions (17) 5 (18) (5) Pension/OPEB/nonretirement postemployment benefits and long- term disability costs 13 15 51 79 Other 1 - 3 - Adjusted EBITDA 253$ 291$ 898$ 922$ EBITDA Three months ended September 30, Avaya Inc. Supplemental Schedule of Non-GAAP Adjusted EBITDA (Unaudited; in millions) Fiscal year ended September 30,

© 2014 Avaya 16 Non-GAAP Reconciliation Gross Margin and Operating Income Dec. 31, Mar. 31, June 30, Sept. 30, Dec. 31, Mar. 31, June 30, Sept. 30, 2012 2013 2013 2013 2013 2014 2014 2014 2014 2013 Gross Profit - Adjusted for discontinued operations 659$ 579$ 618$ 674$ 640$ 597$ 607$ 655$ 2,499$ 2,530$ Gross Margin - Adjusted for discontinued operations 54.6% 53.3% 55.4% 57.7% 56.6% 56.3% 57.6% 58.2% 57.2% 55.3% Items excluded: Amortization of acquired technology intangible assets 22 14 13 14 14 14 14 14 56 63 Impairment of capitalized software development costs - - 1 - - - - - - 1 Share-based compensation 1 - 2 2 3 4 3 3 13 5 Incremental accelerated depreciation associated with vacating a facility - - - - - 6 - - 6 - Purchase accounting adjustments to revenue - - 1 - - - - - - 1 Non-GAAP Gross Profit - Adjusted for discontinued operations 682$ 593$ 635$ 690$ 657$ 621$ 624$ 672$ 2,574$ 2,600$ Non-GAAP Gross Margin - Adjusted for discontinued operations 56.5% 54.6% 56.8% 59.0% 58.1% 58.6% 59.2% 59.7% 58.9% 56.8% Reconciliation of Non-GAAP Operating Income Operating Income - Adjusted for discontinued operations 18$ 12$ 6$ 109$ 87$ -$ 48$ 62$ 197$ 145$ Percentage of Revenue 1% 1% 0.5% 9.3% 7.7% 0.0% 4.6% 5.5% 4.5% 3.2% Items excluded: Amortization of acquired intangible assets 80 71 70 70 72 71 70 70 283 291 Restructuring and impairment charges, net 84 18 63 35 7 42 45 71 165 200 Integration-related costs 5 6 5 4 3 2 1 3 9 20 Divestiture-related costs - - - - 2 - 2 - Share-based compensation 2 1 4 4 6 8 6 5 25 11 Impairment of capitalized software development costs - - 1 - - - - - - 1 Incremental accelerated depreciation associated with vacating certain facilities - - 3 18 16 19 - - 35 21 Resolution of certain legal matters - - 10 - - - 8 - 8 10 Purchase accounting adjustments to revenue - - 1 - - - - - - 1 Other - - - - 2 - - 1 3 - Non-GAAP Operating Income - Adjusted for discontinued operations 189$ 108$ 163$ 240$ 193$ 142$ 180$ 212$ 727$ 700$ Non-GAAP Operating Margin - Adjusted for discontinued operations 15.7% 9.9% 14.6% 20.5% 17.1% 13.4% 17.1% 18.8% 16.6% 15.3% Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin Fiscal year ended September 30, Avaya Inc. Supplemental Schedules of Non-GAAP Reconciliations (Unaudited; in millions) Three Months Ended

© 2014 Avaya 17 Non-GAAP Reconciliation Product and Services Gross Margins Dec. 31, Mar. 31, June 30, Sept. 30, Dec. 31, Mar. 31, June 30, Sept. 30, 2012 2013 2013 2013 2013 2014 2014 2014 2014 2013 Revenue 631$ 529$ 560$ 617$ 574$ 532$ 511$ 579$ 2,196$ 2,337$ Costs (exclusive of amortization of acquired technology intangible assets) 261 236 234 232 228 206 199 221 854 963 Amortization of acquired technology intangible assets 22 14 13 14 14 14 14 14 56 63 GAAP Gross Profit 348 279 313 371 332 312 298 344 1,286 1,311 GAAP Gross Margin 55.2% 52.7% 55.9% 60.1% 57.8% 58.6% 58.3% 59.4% 58.6% 56.1% Items excluded: Amortization of acquired technology intangible assets 22 14 13 14 14 14 14 14 56 63 Impairment of capitalized software development costs - - 1 - - - - - - 1 Incremental accelerated depreciation associated with vacating a facility - - - - - 3 - - 3 - Purchase accounting adjustments to revenue - - 1 - - - - - - 1 Non-GAAP Gross Profit 370$ 293$ 328$ 385$ 346$ 329$ 312$ 358$ 1,345$ 1,376$ Non-GAAP Gross Margin 58.6% 55.4% 58.5% 62.4% 60.3% 61.8% 61.1% 61.8% 61.2% 58.9% Revenue 576$ 557$ 556$ 552$ 557$ 528$ 543$ 547$ 2,175$ 2,241$ Costs 265 257 251 249 249 243 234 236 962 1,022 GAAP Gross Profit 311 300 305 303 308 285 309 311 1,213 1,219 GAAP Gross Margin 54.0% 53.9% 54.9% 54.9% 55.3% 54.0% 56.9% 56.9% 55.8% 54.4% Items excluded: Share-based compensation 1 - 2 2 3 4 3 3 13 5 Incremental accelerated depreciation associated with vacating a facility - - - - - 3 - - 3 - Non-GAAP Gross Profit 312$ 300$ 307$ 305$ 311$ 292$ 312$ 314$ 1,229$ 1,224$ Non-GAAP Gross Margin 54.2% 53.9% 55.2% 55.3% 55.8% 55.3% 57.5% 57.4% 56.5% 54.6% Three Months Ended Fiscal year ended September 30, Avaya Inc. Supplemental Schedules of Non-GAAP Reconciliation of Gross Profit and Gross Margin by Portfolio (Unaudited; in millions) Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin - Products Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin - Services