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| [December 10, 2012] |
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Alvarion® Announces a Reverse Split of Ordinary Shares
TEL AVIV, Israel --(Business Wire)--
Alvarion®
Ltd. (NASDAQ: ALVR) (Alvarion (News - Alert) or the Company), a
global provider of optimized wireless broadband solutions addressing the
connectivity, coverage and capacity challenges of public and private
networks, announced today that its Board of Directors approved a reverse
split of the Company's ordinary shares in a ratio of 1:10, to be
affected automatically on April 1, 2013, unless the Board of Directors
determines prior to such date that effecting such reverse split shall
not be in the best interest of the Company and its shareholders. The
reverse split was previously approved by the Company's shareholders at
the Annual General Meeting held on September 10, 2012.
Upon execution of the reverse split, shareholders will receive one new
share of Alvarion for every 10 shares held by them. The reverse split
will reduce the number of Company outstanding shares from approximately
62 million to approximately 6.2 million. Proportional adjustments will
be automatically made to Alvarion's outstanding stock options and other
equity compensation incentive awards.
Alvarion will not issue any fractional shares as a result of the reverse
split. Instead, all fractional shares will be rounded up to the next
whole number of shares.
The reverse split is intended to increase the per share trading price of
the Company's ordinary shares to satisfy the $1.00 minimum bid price
requirement for continued listing on the NASDAQ Global Market. As
previously announced, in order to maintain the Company's listing on
NASDAQ, the Company's ordinary shares must have a closing bid price of
$1.00 or more for a minimum of 10 consecutive trading days prior to
April 24, 2013. There can be no assurance that the reverse split will
have the desired effect of raising the closing bid price of the
Company's ordinary shares prior to April 24, 2013, to meet such
requirement.
Alvarion's ticker symbol will not change as a result of the pending
reverse split. Upon execution of the reverse split, a "D" will be placed
on the stock's ticker symbol for 20 business days. A new CUSIP number
will be issued to Alvarion's ordinary shares after the reverse split
become effective.
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About Alvarion®
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. 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.
You may request Alvarion's future press releases by contacting Sivan
Farfuri, sivan.farfuri@alvarion.com
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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