X0306 4 2018-02-26 0001170534 MITEL NETWORKS CORP MITL 0001220385 MATTHEWS TERENCE H 390 MARCH ROAD, SUITE 110 OTTAWA, K2K 0G7 A6 1 1 Chairman of the Board Common Shares 2018-02-26 4 M 0 14500 0 A 59084 D Common Shares 2018-02-27 4 S 0 6870 8.3952 D 52214 D Common Shares 2766690 I Wesley Clover International Corporation Restricted Stock Units 2018-02-26 4 M 0 14500 0 D Common Shares 14500 0 D Represents the automatic withholding of Common Shares to satisfy tax withholding obligations in connection with the vesting of RSUs Dr. Matthews owns 100% of the outstanding voting shares of 4293711 Canada Inc. ("4293711 Canada") which in turn owns 99.9% of the outstanding voting shares of Wesley Clover International Corporation ("WCIC") (the remaining 0.01% of the outstanding voting shares of WCIC are owned by the Matthews Family Trust, of which Dr. Matthews is one of three trustees). Pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), each of Dr. Matthews and 4293711 Canada may be deemed the beneficial owner of all of the common shares (the "Common Shares") of Mitel Networks Corporation (the "Company") beneficially owned by WCIC. The filing of this Form 4 shall not be construed as an admission that the Reporting Persons share beneficial ownership of these shares, and the Reporting Persons expressly disclaim such beneficial ownership except to the extent of any pecuniary interest therein. Represents 14,500 Common Shares underlying 14,500 Restricted Stock Units ("RSUs") granted to Mr. Matthews on May 10, 2017. These RSUs will vest on December 31, 2017. /s/ Terence H. Matthews 2018-02-28