|[February 21, 2013]
Alvarion to Sell Its Carrier Licensed Division to Telrad Networks
TEL AVIV, Israel --(Business Wire)--
Ltd. (NASDAQ: ALVR), a global provider of optimized
wireless broadband solutions addressing the connectivity, coverage and
capacity challenges of public and private networks, has entered into a
definitive agreement with Telrad (News - Alert) Networks, a leading international
provider of innovative telecommunication solutions, pursuant to which Telrad
Networks will acquire Alvarion's (News - Alert) carrier licensed division. The
consideration in the transaction will be $6.1 million. In addition,
Alvarion may receive certain performance-based milestone payments of up
to $6 million.
"We at Telrad are very excited to integrate Alvarion's carrier licensed
division as a core growth engine for our business," said Ran
Bukshpan, CEO, Telrad Networks. "We believe that Alvarion's
broadband wireless access portfolio will become a significant building
block in Telrad's future. We are committed to the ongoing innovation of
the BreezeCOMPACT family and have plans to continue investing in this
platform, including TD-LTE (News - Alert) Advanced capabilities. Telrad is dedicated to
continue serving Alvarion's impressive customer base, and we welcome the
Alvarion employees who will join the Telrad family as part of this
acquisition. Together we can successfully execute the growth plans we
have for Telrad."
Alvarion's carrier licensed business started over 15 years ago and has
amassed extensive commercial, technological and operational experience
and know-how. Its most recent product offering - the BreezeCOMPACT
family - offers a unique single-box architecture, all-outdoor
chassis, small footprint and lower installation costs. The single-box
architecture reduces OPEX (News - Alert) and CAPEX by providing true macro base station
performance in an optimized all-outdoor/all-in-one small form factor.
The BreezeCOMPACT is TD-LTE Advanced-ready with a software upgrade.
Launched during the second quarter of 2012, the BreezeCOMPACT has been
successfully deployed by tier one and tier two operators in Latin
America, Eastern Europe and Africa.
"We believe that this transaction is in the best interest of our
shareholders, our carrier licensed business, our customers and our
employees. Telrad's intention with respect to future investments,
particularly the development of TD-LTE Advanced capabilities for the
BreezeCOMPACT, will enable them to offer our customers cutting edge
technologies and provide the optimum solutions and service," said Hezi
Lapid, President and CEO, Alvarion. "Following today's announcement
we will now focus our business on carrier-grade solutions in the
unlicensed frequencies. This new focus will allow us to concentrate our
resources and attention on our target markets and on successfully
completing our turnaround plan."
Alvarion and Telrad Networks have also agreed to sign a reseller
agreement according to which Alvarion will continue to provide carrier
licensed solutions to its partners and distributors and Telrad will
provide Alvarion's unlicensed solutions to its carrier customers after
the transaction is completed.
Consummation of the transaction is subject to certain closing conditions
and is expected to occur during the second uarter of 2013.
Yigal Arnon & Co. served as Telrad's legal counsel and Meitar Liquornik
Geva Leshem Tal served as Alvarion's legal counsel.
About Telrad Networks
Telrad Networks provides innovative telecom equipment, solutions and
services which facilitate communications between millions of end-users
worldwide. Combining technological expertise with a dedication to
customer service, Telrad provides provisioning, implementation and
management for over 100 leading global telecom operators and major
enterprises. Telrad Networks operates in over 30 countries, with
regional headquarters in the Americas, Europe, Asia and Africa. Telrad
Networks is owned by private equity fund Fortissimo Capital. (www.telrad.com)
About Fortissimo Capital:
Fortissimo Capital, headquartered in Israel, is a group of private
equity funds with nearly $500 million under management that invests in
global technology companies that require capital to expand their
business. Fortissimo Capital is a long term investor and seeks to
partner with management to facilitate growth and maximize value.
Fortissimo is backed by leading financial institutions including
insurance companies, banks and pension funds. Fortissimo has
successfully exited several of its portfolio companies, including
selling NUR Macroprinters (Nasdaq: NURM) to HP (NYSE: HPQ) for $123
million, selling Cadent to Align Technologies (Nasdaq: ALGN) for $190
million, selling AOD Software to a USA private equity firm, and the IPO
of SodaStream (Nasdaq: SODA) and selling its holdings at a valuation of
$800 million. The partners in the fund are: Yuval Cohen (founding and
managing partner), Eli Blatt, Shmoulik Barashi, Marc Lesnick, Yochai
Hacohen and Yoav Hineman. (www.ffcapital.com)
Alvarion Ltd. (NASDAQ:ALVR) provides optimized wireless broadband
solutions addressing the connectivity, coverage and capacity challenges
of telecom operators, smart cities, security, and enterprise customers.
Our innovative solutions are based on multiple technologies across
licensed and unlicensed spectrums. (www.alvarion.com)
This press release contains forward-looking statements within the
meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. These statements are based on the current
expectations or beliefs of Alvarion's management and are subject to
various factors and uncertainties that could cause actual results to
differ materially from those described in the forward-looking
statements. The following factors, among others, could cause actual
results to differ materially from those described in the forward-looking
statements: our failure to fully implement our 2012 turnaround plan, our
inability to reallocate our resources and rationalize our business in a
more efficient manner, potential impact on our business of the current
global macro-economic uncertainties, the inability of our customers to
obtain credit to purchase our products as a result of global credit
market conditions, the failure to fund projects under the U.S. broadband
stimulus program, continued delays in 4G license allocation in certain
countries; the failure of the products for the 4G market to develop as
anticipated; our inability to capture market share in the expected
growth of the 4G market as anticipated, due to, among other things,
competitive reasons or failure to execute in our sales, marketing or
manufacturing objectives; the failure of our strategic initiatives to
enable us to more effectively capitalize on market opportunities as
anticipated; delays in the receipt of orders from customers and in the
delivery by us of such orders; our failure to fully and effectively
integrate the business and technology of Wavion Inc., acquired by us in
November 2011, into our products and realize the expected synergies from
the acquisition; the failure of the markets for our (including Wavion's)
products to grow as anticipated; our inability to further identify,
develop and achieve success for new products, services and technologies;
increased competition and its effect on pricing, spending, third-party
relationships and revenues; our inability to establish and maintain
relationships with commerce, advertising, marketing, and technology
providers; our inability to comply with covenants included in our
financing agreements; our inability to raise sufficient funds to
continue our operations, either through equity issuances or asset sales;
and other risks detailed from time to time in the Company's annual
reports on Form 20-F as well as in other filings with the U.S.
Securities and Exchange Commission.
Information set forth in this press release pertaining to third
parties has not been independently verified by Alvarion and is based
solely on publicly available information or on information provided to
Alvarion by such third parties for inclusion in this press release.
Alvarion assumes no responsibility with respect to any forward looking
statements made by Telrad herein.
The web sites appearing in this press release are not and will not be
included or incorporated by reference in any filing made by Alvarion
with the U.S. Securities and Exchange Commission, which this press
release will be a part of.
The information in this press release is provided solely for
information purposes, and is not a commitment, promise or legal
obligation to deliver any products, features and/or functionalities, and
should not be relied upon in making purchasing decisions. The
development, release and timing of any products, features and/or
functionalities described remains at the sole discretion of Alvarion.
If and when any products, features and/or functionalities are offered
for sale by Alvarion, they will be sold under agreed upon terms and
conditions. This information may not be incorporated into any
contractual agreement with Alvarion or its subsidiaries or affiliates.
Alvarion makes no representations or warranties with respect to the
contents of this press release, and specifically disclaims any express
or implied warranties of merchantability or fitness for any particular
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or +972.3.767.4333. Please see the Investor section of the Alvarion
website for more information: http://www.alvarion.com/investors.
Alvarion®, its logo and certain names, product and service names
referenced herein are either registered trademarks, trademarks, trade
names or service marks of Alvarion Ltd. in certain jurisdictions. All
other names are or may be the trademarks of their respective owners.
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