EX-99.1 2 v55442exv99w1.htm EX-99.1 exv99w1
                     
CUSIP No.
 
879101103 
13G  Page  
10 
  of   
11 
EXHIBIT 1
AGREEMENT TO FILE JOINT
STATEMENTS ON SCHEDULE 13G
     THIS AGREEMENT is entered into as of the 2nd day of March, 2010 by and between Katelia Capital Investments Ltd., a company organized under the laws of the British Virgin Islands, The Katelia Trust, a trust organized under the laws of the British Virgin Islands (the “Trust”), Butterfield Trust (Switzerland) Limited, a company organized under the laws of Switzerland (the “Trustee”) and Laurent Asscher, a French citizen (“Asscher”).
WITNESSETH
     WHEREAS, Katelia Capital Investments Ltd., the Trust, the Trustee and Asscher may each deemed to hold beneficial ownership of more than five percent of the shares of the Common Stock of Tekelec, a California corporation (the “Common Stock”);
     WHEREAS, the Common Stock has been registered by Tekelec under Section 12(g) of the Securities Exchange Act of 1934 (the “Act”);
     WHEREAS, pursuant to Rule 13d-1 under the Act, any person who holds more than five percent of such a class of registered equity securities is, under certain circumstances, permitted and/or required to file with the Securities and Exchange Commission a statement on Schedule 13G; and
     WHEREAS, Rule 13d-1(k) under the Act provides that, whenever two or more persons are permitted to file a statement on Schedule 13G with respect to the same securities, only one such statement need be filed, provided such persons agree in writing that such statement is filed on behalf of each of them.
     NOW, THEREFORE, in consideration of the foregoing premises and the mutual covenants and agreements contained herein, the parties hereby agree as follows:
     Katelia Capital Investments Ltd., the Trust, the Trustee and Asscher each hereby agree, in accordance with Rule 13d-1(k) under the Act, to file jointly this statement on Schedule 13G and any amendments thereto (the “Statements”) which may now or hereafter be required to be filed by them with respect to the Common Stock beneficially owned or deemed to be beneficially owned by each of them pursuant to Sections 13(d) and 13(g) of the Act and the rules thereunder.
     Katelia Capital Investments Ltd., the Trust, the Trustee and Asscher each hereby agree that such Statements shall be filed jointly on behalf of each of them, and that a copy of this Agreement shall be filed as an exhibit thereto in accordance with Rule 13d-1(k)(iii) under the Act.
     This Agreement may be executed in counterparts which together shall constitute one agreement.

 


 

                     
CUSIP No.
 
879101103 
13G  Page  
11 
  of   
11 
     IN WITNESS WHEREOF, the parties have executed this Agreement or caused this Agreement to be signed on their behalf by their duly authorized representatives as of the date first above written.
         
  KATELIA CAPITAL INVESTMENTS LTD.
 
 
  By:   Pendragon Management, a Director    
 
     
  By:   /s/ Philippe Lenz    
    Print Name:   Philippe Lenz    
    Title:   Authorized Signatory   
 
     
  By:   /s/ James Parker    
    Print Name:   James Parker    
    Title:   Authorized Signatory   
 
  THE KATELIA TRUST
 
 
  By:   Butterfield Trust (Switzerland) Limited, as Trustees    
 
     
  By:   /s/ Philippe Lenz    
    Print Name:   Philippe Lenz    
    Title:   Authorized Signatory   
 
     
  By:   /s/ James Parker    
    Print Name:   James Parker    
    Title:   Authorized Signatory   
 
  BUTTERFIELD TRUST (SWITZERLAND) LIMITED
 
 
  By:   /s/ Philippe Lenz    
    Print Name:   Philippe Lenz    
    Title:   Authorized Signatory   
 
     
  By:   /s/ James Parker    
    Print Name:   James Parker    
    Title:   Authorized Signatory   
 
         
     
  Signature:  /s/ Laurent Asscher    
    Laurent Asscher