Nuance Announces Pricing of Public Offering

Business Wire, Dec 19, 2007

BURLINGTON, Mass. -- Nuance Communications, Inc. (NASDAQ: NUAN) today announced the pricing of a public offering of 7.0 million shares of its common stock at $17.50 per share. Nuance is selling 6,773,000 shares in the offering and certain members of Nuance management are selling an additional 227,000 shares in the offering. The public offering price of $17.50 per share will result in gross proceeds of $118.5 million and net proceeds, after underwriting commissions and other offering expenses, of approximately $112.8 million to Nuance. The Company also granted the underwriters a 30-day option to purchase up to an additional 1,050,000 shares of its common stock to cover over-allotments, if any. The offering is expected to close on or about December 21, 2007.

Citi and Goldman, Sachs and Co. are acting as the joint book-running managers of the offering. Lehman Brothers and Thomas Weisel Partners will act as the lead managers of the offering and Craig-Hallum Capital Group, Needham & Company and Raymond James Financial will act as co-managers of the offering. Printed copies of the prospectus may be obtained from: Citi, Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, NY 11220 (tel: 718-765-6732; fax: 718-765-6734) or the prospectus department of Goldman, Sachs & Co., Attn: Prospectus Department, 85 Broad Street, New York, New York 10004, via fax at 212-902-9316.

The offering is being made pursuant to an effective registration statement filed by Nuance with the Securities and Exchange Commission on November 29, 2007. This press release does not constitute an offer to sell or the solicitation of an offer to buy the shares of common stock or any other securities, nor will there be any sale of the shares of common stock or any other securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About Nuance Communications, Inc.

Nuance (Nasdaq: NUAN) is a leading provider of speech and imaging solutions for businesses and consumers around the world. Its technologies, applications and services make the user experience more compelling by transforming the way people interact with information and how they create, share and use documents. Every day, millions of users and thousands of businesses experience Nuance's proven applications.

Forward Looking Statements

This press release contains forward-looking statements, including statements relating to Nuance's expectations regarding the closing of the public offering. These statements are subject to significant risks and uncertainties, actual results could differ materially from those projected and Nuance cautions investors not to place undue reliance on the forward-looking statements contained in this release. These risks and uncertainties include, without limitation, risks and uncertainties related to satisfaction of customary closing conditions related to the public offering. There can be no assurance that Nuance will be able to complete the public offering. Additional risks and uncertainties relating to Nuance and its business can be found in the "Risk Factors" section of its Form 10-K for the fiscal year ended September 30, 2007 filed with the SEC, in other periodic reports filed with the SEC and in the Prospectus Supplement relating to the offering to be filed with the SEC. Nuance undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events or changes in Nuance's expectations.