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Notas de ImprensaFeb 19, 2003 Alvarion to Acquire InnoWave, ECI's Fixed Wireless Subsidiary
Under the terms of the agreement, Alvarion will pay $9.7 million in cash, and will grant warrants to purchase 200,000 shares of Alvarion’s common stock over a period of 5 years at an exercise price of $3 per share. In addition, the Company expects to record charges of approximately $3 million related to acquisition and integration costs. The Company expects that the assets transaction will be completed by the end of the first quarter of 2003. The agreement is subject to certain closing conditions. Alvarion will recruit approximately 150 employees of InnoWave worldwide. InnoWave’s R&D and Marketing and Sales departments will be relocated to Alvarion’s headquarters in Tel Aviv, while its production facility, comprising approximately 40 workers, will remain in its current location. Innowave’s sales for the 4th quarter 2002 were in excess of $6 million. Alvarion anticipates that the acquisition will have an accretive effect by the end of 2003. An important step forward in Alvarion’s strategy to strengthen its leadership of the Fixed Wireless industry, this opportunity will:
InnoWave is a market-leading provider of fixed wireless wideband voice and data point-to-multipoint solutions. Its eMGW (enhanced MultiGain Wireless) product is a wireless DSL alternative access solution that operates in the 1.5GHz to 5.7GHz frequency bands. Its modular MultiGain Wireless (MGW) system uses field-proven Frequency Hopping CDMA technology to provide scalable toll quality voice, high-speed Voice Band Data (VBD), and ISDN-BRI services in the 800MHz – 3.8GHz frequency bands. Its products serve over 700,000 subscribers, and have been deployed by over 60 operators around the world, including many incumbent telecom operators (ILECs) in developing regions. Comments of Management “The opportunity follows our identification of the wideband voice and data segment as a meaningful segment of the Broadband Wireless market and InnoWave as its clear market leader. We have received strong positive feedback from InnoWave’s extensive customer base regarding its products and professional service capabilities. “The transaction will improve our competitive positioning in a consolidating market, with compelling sales and marketing implications. The two companies operate in adjacent markets and geographies, with a complementary mix of customers and channels. The deal will give us the industry’s largest worldwide installed base, an important asset that will help us accelerate our momentum. InnoWave’s satisfied ILEC customers and large-scale deployment experience will strengthen our proposition for incumbents and generate cross-sale opportunities.” Hezi Lapid CEO of Innowave said, “This is a great opportunity for both InnoWave and Alvarion. We were looking to join a company with a strong Broadband Wireless Access core and a leadership position in complementary markets. With such strong synergies between InnoWave and Alvarion, I'm certain that both our customers and employees will benefit greatly from the acquisition.” Mr. Slonimsky concluded, “The transaction is extremely prudent from both a financial and operational point of view. The level of sales, technology, marketing experience, and customer base being acquired makes the deal attractive for Alvarion. We believe the strong operational synergies between the companies will make this deal accretive to Alvarion in a relatively short timeframe. In summary, we are pleased with the deal on all fronts. InnoWave will become an important strategic asset that will help us improve our positioning, increase our revenues, and improve our operating efficiency.” Alvarion’s Management will discuss the acquisition in a teleconference scheduled for today, February 19, 2003, at 9:00 a.m. EST to discuss the acquisition. To participate in the call, please dial (888) 417-2310 (in the U.S.), or (973) 582-2710 (internationally), approximately five minutes prior to the scheduled call start time. The call will also be available live as a Webcast on www.kcsa.com and www.alvarion.com, where it will be archived and available for replay for 30 days. A replay of the call can also be accessed via telephone from 11:00 a.m. EST on February 19, 2003 through 11:59 p.m. on February 24, 2003 by calling (877) 519-4471 in the Unites States, or (973) 341-3080 internationally, and entering the following access code: 3755664. About Alvarion Alvarion offers the broadest range of BWA solutions by market segment and frequency band, designed to address all carriers’ and service providers’ business models. With its combined market experience, strong customer base, diversified distribution channels and field-proven deployments, Alvarion is a leading BWA pure play provider for every end user profile, from residential subscribers to business customers. About ECI Telecom ECI About InnoWave InnoWave ECI This press release may contain 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 a number of 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: 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; as well as the inability to establish and maintain relationships with commerce, advertising, marketing, and technology providers and other risks detailed from time to time in filings with the Securities and Exchange Commission.
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