Contact Information: For Investor Relations and Media Inquiries, contact: David Brant Senior Vice President & Chief Financial Officer Airspan Networks Inc. Tel: +1 561 893-8650 Fax: +1 561 893-8681 Email: dbrant@airspan.com Charlotte Laurent-Ottomane Investor Relations Tel: +1 561 395 4581 Email: clottomane@airspan.com
Airspan Reverse Stock Split Effective, New Ticker AIRO
Proxy Statement Mailed for Shareholder Meeting on Oak Series C Preferred Stock Sale
| Source: Airspan Networks Inc.
BOCA RATON, FL--(Marketwire - September 18, 2009) - Airspan Networks Inc. (PINKSHEETS : AIRO )
previously (PINKSHEETS : AIRN ) announced that its 1-for-15 reverse stock
split became effective today. The Company's common stock is now trading on
a
split-adjusted basis under the trading symbol "AIRO" and under the new
CUSIP number 00950H201. The previous trading symbol was AIRN.
As a result of the reverse stock split, the Company's shareholders will
receive one share of the Company's common stock in exchange for every
fifteen shares they held immediately prior to the effective time of the
reverse stock split. Airspan will not issue any fractional shares of its
common stock as a result of the reverse stock split. Instead, it will pay
an amount equal to $.08 per whole pre-reverse stock split share in cash to
registered holders of fractional shares.
Following the reverse stock split, Airspan will continue to have 100
million authorized shares of common stock. At September 3, 2009, the
Company had 59,827,932 outstanding shares of common stock or 3,998,529
shares after giving effect to the reverse stock split.
Airspan has retained its transfer agent, American Stock Transfer & Trust
Company, LLC ("AST"), to act as exchange agent for the reverse stock split.
AST will manage the exchange of pre-reverse stock split shares for
post-reverse stock split shares. As soon as practicable, AST will provide
shareholders of record as of the effective time of the reverse stock split
with a letter of transmittal providing instructions for the exchange of
their certificates representing pre-reverse stock split shares of common
stock for new certificates of post-reverse stock split shares of common
stock. Shareholders who hold their shares in "street name" will be
contacted by their banks or brokers with any relevant instructions.
In addition, on September 11, 2009, the Company commenced mailing a proxy
statement to shareholders seeking advisory shareholder approval, at a
special meeting of shareholders to be held on October 6, 2009, of the
previously announced sale of 1,250,000 shares of Series C Preferred Stock
to Oak Investment Partners XI, Limited Partnership ("Oak") for a purchase
price of $10 million in cash. At the special shareholders' meeting,
shareholder approval is also being sought for an amendment to the terms of
the Company's Series B Preferred Stock held by Oak to provide common
shareholders the right to share in 10% of any recovery by the Series B
Preferred Shareholders in any liquidation and certain sales of the Company
which would be deemed to be a liquidation under the terms of the Series B
Preferred Stock. The Record Date for shareholders to vote at the special
meeting is September 3, 2009.
Eric Stonestrom, Airspan's Chief Executive Officer, said, "We urge all
shareholders to read the proxy statement carefully and to vote their shares
on this important issue, which is critical to Airspan's future. With this
new funding, we believe that Airspan will be well positioned to weather the
current economic downturn and to benefit from some of the current
initiatives in our industry. After a long process wherein we looked at
many strategic alternatives, we believe the new funding from Oak Partners
represents the best path forward for Airspan and our stakeholders."
The Company's Board of Directors has approved the new investment by Oak and
the amendment to the terms of the Series B Preferred Stock and has
determined that they are advisable and in the best interests of the Company
and its shareholders. The Board of Directors has recommended a vote "For"
both proposals at the special shareholders' meeting.
Stephens Inc. acted as financial advisor to a special committee of
Airspan's Board of Directors in connection with the Series C Preferred
Stock sale.
Please read the Proxy Statement for the Special Meeting of Shareholders
dated September 11, 2009 because it contains important information. The
Proxy Statement is available without charge on the Company's website,
www.Airspan.com, by writing to Airspan Networks Inc., 777 Yamato Road -
Suite 310, Boca Raton, Florida 33431, Attention: Secretary, or through the
Pink Quote System's OTC Disclosure and News Services at www.pinksheets.com.
About Airspan Networks Inc.
Airspan is a leading WiMAX pure player and the solution-provider of choice
for some of the world's largest WiMAX deployments. Developing leading-edge
technology for broadband access and IP telephony, Airspan continues to
supply operators around the world with best-of-breed solutions. With
direct sales offices throughout Asia, EMEA and the Americas, a worldwide
network of resellers and agents, and partnership alliances with major OEMs,
Airspan boasts over 100 commercial WiMAX deployments worldwide.
www.airspan.com.
This press release contains forward-looking statements. All statements,
other than statements of historical facts, including statements regarding
our strategy, future operations, financial position, future revenues,
projected costs, prospects, plans and objectives of management, may be
deemed to be forward-looking statements. The words "anticipates,"
"believes," "estimates," "expects," "intends," "may," "plans," "projects,"
"will," "would" and similar expressions or negative variations thereof are
intended to identify forward-looking statements, although not all
forward-looking statements contain these identifying words. We may not
actually achieve the plans, intentions or expectations disclosed in our
forward-looking statements and you should not place undue reliance on our
forward-looking statements. There are a number of important factors that
could cause actual results or events to differ materially from the plans,
intentions and expectations disclosed in the forward-looking statements we
make. Investors and others are therefore cautioned that a variety of
factors, including certain risks, may affect our business and cause actual
results to differ materially from those set forth in the forward-looking
statements. The Company is subject to, among other things, the risks and
uncertainties described in its Annual Report on Form 10-K for the year
ended December 31, 2008, filed with the Securities and Exchange Commission.
You should read those factors as being applicable to all related
forward-looking statements wherever they appear in this press release. We
do not assume any obligation to update any forward-looking statements.