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Arel Communications Board of Directors Unanimously Approves Privatization Plan.


ATLANTA -- Arel Communications and Software (NASDAQ NASDAQ
 in full National Association of Securities Dealers Automated Quotations

U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on
: ARLC ARLC Automatic Revolving Letter of Credit ), technology leader in integrated voice, video and web communications for interactive conferencing See teleconferencing. , collaboration and training applications, today announced that its Board of Directors has unanimously approved a plan to take the Company private that was submitted by Arel's Audit Committee and Chairman.

Arel has also obtained a fairness opinion Fairness Opinion

A report put together by qualified analysts or advisors providing to key decision makers an evaluation of and facts about a merger or acquisition.

Notes:
A fairness opinion serves as a document used for guidance in a merger, takeover, or acquisition.
 for the transaction. The Company will now seek the approval of Arel's shareholders and the consent of an Israeli court.

As previously announced, the approved plan entails the repurchase of Arel's shares by the Company from all of its shareholders, at a price of $1.50 per share with Mr. Clayton Mathile and certain directors and officers of the Company remaining as shareholders of Arel. Cetus Corp., an Ohio based investment company controlled by Mr. Mathile, has agreed in principle, subject to reaching definitive terms, to provide the Company with the funding to carry out the proposed plan and for its future operating needs.

If the proposed transaction is effected as proposed, Arel expects to have fewer than 300 shareholders of record. In such case, Arel would terminate the registration of its ordinary shares under the Securities Exchange Act of 1934, as amended, delist delist

To drop a security from trading on an organized exchange. Delisting may occur for a number of reasons including failure to meet an exchange's standards or placement of a new listing on another exchange. Compare list.
 its ordinary shares from the Nasdaq SmallCap Market and cease filing reports and other information with the Securities and Exchange Commission (SEC).

No assurance can be given that the proposed transaction, or a similar transaction, will be effected on these or any other terms.

This announcement is neither a solicitation solicitation

In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual
 of a proxy nor an offer to purchase, or a solicitation of an offer to sell, ordinary shares of Arel. Arel intends to file a Schedule 13E-3 with the SEC in connection with the special meeting of shareholders which would be held to vote on the proposed plan. All shareholders are urged to read the definitive Schedule 13E-3 when it becomes available and any definitive materials accompanying such Schedule 13E-3 because they will contain important information about the proposed transaction. Shareholders may obtain such documents free of charge when they are available at the Web site maintained by the SEC at www.sec.gov. Arel will also mail a copy of certain definitive materials to its shareholders entitled en·ti·tle  
tr.v. en·ti·tled, en·ti·tling, en·ti·tles
1. To give a name or title to.

2. To furnish with a right or claim to something:
 to vote at the special meeting.

About Arel Communications and Software:

Arel Communications and Software is a leader in conferencing and collaboration solutions. Arel is focused on enhancing communications, facilitating workgroup collaboration and driving productivity in the enterprise. By providing a comprehensive application suite, Arel Spotlight(TM), for leveraging enterprise networks for rich-media communications, Arel replicates in-person meetings in the online environment. Combining voice, video and data conferencing Sharing data interactively among several users in different locations. Data conferencing is made up of whiteboards and application sharing and are often used in conjunction with an audio or videoconferencing connection.  in one easy-to-use Web-based solution, Arel fosters interactive communications that significantly improve work environments today. Arel's solution impacts key business processes such as corporate and marketing communications Marketing communications (or marcom) are messages and related media used to communicate with a market. Those who practice advertising, branding, direct marketing, graphic design, marketing, packaging, promotion, publicity, sponsorship, public relations, sales, sales , distance learning, product development, customer relationship management, and supply chain management. Allowing geographically dispersed dis·perse  
v. dis·persed, dis·pers·ing, dis·pers·es

v.tr.
1.
a. To drive off or scatter in different directions: The police dispersed the crowd.

b.
 users to work together in groups, attend webinars and panel discussions, participate in training courses, and have one-on-one meetings with customers or colleagues, from virtually anywhere, Arel Spotlight is a powerful tool for critical business communications. For more information, visit www.arelcom.com.

This press release contains forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 that are subject to risks and uncertainties. Factors that could cause results to differ materially from these forward-looking statements include, but are not limited to, the receipt of corporate and third party approvals, obtaining the financing to carry out the proposed plan, general business conditions in the industry, changes in demand for products, the timing and amount or cancellation of orders and other risks detailed from time to time in Arel Communications and Software's filings with the Securities and Exchange Commission. Arel is under no obligation (and expressly disclaims any such obligation) to update or alter any forward-looking statements whether as a result of new information, future events or otherwise.

All trademarks recognized.
COPYRIGHT 2005 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2005, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Oct 11, 2005
Words:639
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