Bogen Communications International, Inc. Announces Preliminary Results of Dutch Auction Tender Offer.Business Editors RAMSEY, N.J.--(BUSINESS WIRE)--Dec. 5, 2001 Bogen Communications International, Inc. (Nasdaq: BOGN) announced today the preliminary results of its modified Dutch auction Dutch Auction An auction where the price on an item is lowered until it gets its first bid, and then the item is sold at that price. Notes: The U.S. Treasury (and other countries) uses a Dutch auction when it sells securities. tender offer, which expired at 12:00 midnight, New York City New York City: see New York, city. New York City City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S. time, on Tuesday, December 4, 2001. Bogen commenced the tender offer on November 5, 2001 to purchase up to 1,500,000 shares of its common stock at a price between $2.50 and $3.00 per share, net to the seller in cash, without interest. Based on a preliminary count by the depositary DEPOSITARY, contracts. He with whom a deposit is confided or made. 2. It is, the essence of the contract of deposits that it should be gratuitous on the part 'of the depositary. 9 M. R. 470. for the tender offer, Bogen expects to purchase 1,012,211 shares at $3.00 per share. Due to the fact that less than 1,500,000 shares were tendered, Bogen expects that all shares properly tendered into the offer will be accepted for payment at $3.00 per share. For this purpose, shares tendered at $3.00 per share will include shares tendered by those persons who indicated in their letter of transmittal Letter of Transmittal A document used by security holder to accompany certificates surrendered in an exchange or other corporate action. that they are tendering at the price determined pursuant to the offer. All shares purchased in the tender offer will receive the same price. The actual number of shares to be purchased and the purchase price are subject to final confirmation and the proper delivery of all shares tendered and not withdrawn, including shares tendered pursuant to the guaranteed delivery procedure. The actual number of shares and purchase price per share will be announced promptly following completion of the verification process. Payment for shares accepted and return of all shares tendered but not accepted will occur promptly after determination of the number of shares properly tendered. Based upon the preliminary estimates above, after acceptance and payment for shares tendered in the offer, Bogen will have approximately 9,100,745 shares of common stock issued and outstanding. About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey Ramsey is a borough in Bergen County, New Jersey, United States. As of the United States 2000 Census, the borough population was 14,351. Ramsey was incorporated as a borough by an Act of the New Jersey Legislature on March 10, 1908, from portions of Hohokus Township (now and Munich, Germany, develops, manufactures, and markets telecommunications Communicating information, including data, text, pictures, voice and video over long distance. See communications. peripherals, sound processing equipment, and Unified Messaging Having access to e-mail, voice mail and faxes via a common computer application or by telephone. For example, unified messaging may send faxes and digitized voice mail to a mail server that turns them into e-mail attachments. products and services. Bogen's products are sold to commercial, industrial, professional and institutional customers worldwide. Except for historical information contained herein, the statements made in this release constitute 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 involve certain risks and uncertainties. Certain factors may cause actual results to differ materially from those contained in the forward-looking statements, including general market conditions, new technological developments, competition, potential acquisitions and divestitures, implementation or termination of strategic initiatives or transactions, the availability of financing alternatives and other risks. Certain of these risks, factors and other considerations are detailed from time to time in Bogen's reports on file at the Securities and Exchange Commission, including Bogen's Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the fiscal year ended December 31, 2000 and 10-Q for the quarter ended September 30, 2001. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. |
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