Comverse Technology, Inc. Signs Agreement To Acquire Exalink Ltd.Business Editors/High-Tech Writers WOODBURY, N.Y.--(BUSINESS WIRE)--July 5, 2000 Exalink's Router-Based WAP Gateway (Wireless Application Protocol gateway) Software that decodes and encodes requests and responses between the smartphone microbrowsers and the Internet. It decodes the encoded WAP requests from the microbrowser and sends the HTTP requests to the Internet or to a local And Applications Software Allows Mobile Network Operators To Deliver Internet-Based Information, Content And Services To Wireless Devices Comverse Technology Comverse Technology, Inc. (Pink Sheets: CMVT) is an American Technology company located in Woodbury, New York, which develops and markets telecommunications software. Founded in 1982, the company focuses on providing services to third party telecommunication service providers. , Inc. (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 :CMVT CMVT Converse Technology ), the world's leading supplier of software and systems enabling network-based enhanced services, announced today that it has signed a definitive agreement to acquire Exalink Ltd., a privately-held, Herzelia, Israel-based firm specializing in router-based WAP (1) (Wireless Access Point) See access point. (2) (Wireless Application Protocol) A standard for providing cellular phones, pagers and other handheld devices with secure access to e-mail and text-based Web pages. (Wireless Application Protocol) gateways and applications software for the delivery of Internet-based services to all types of wireless devices. Comverse Technology's acquisition of Exalink is expected to be effectuated as a tax-free, stock-for-stock transaction, which will be accounted for as a pooling-of-interests. Comverse will issue approximately 5,261,000 new shares to Exalink shareholders, and will assume Exalink's outstanding options and warrants. One-time charges for acquisition-related costs are expected not to exceed $15 million. Excluding the one-time charge and amortization of stock-based compensation expenses, Comverse expects the acquisition to be approximately $0.04 dilutive to earnings per share for the remainder of fiscal 2000, $0.08 dilutive to earnings per share in fiscal 2001, and accretive thereafter. The closing of the transaction is subject to certain customary conditions. Exalink offers a carrier-grade mobile Internet Refers to gaining access to the Internet using a lightweight, handheld device. See Mobile IP, PDA, smartphone and mobile TV. platform, featuring patent-pending technology, including a unique router-based WAP gateway that supports the delivery of Web content to all types of wireless devices, over both WAP and IP protocols. Unlike a conventional WAP proxy server Also called a "proxy," it is a computer system or router that breaks the connection between sender and receiver. Functioning as a relay between client and server, proxy servers are used to help prevent an attacker from invading the private network. , Exalink's WAP gateway, eXa.Flow, performs protocol conversion on the network layer, enabling enhanced performance and quality of service as well as real-time security. The router-based approach also enables interoperability with other vendors' WAP gateways, giving carriers a path to superior mobile Internet service performance without having to immediately abandon their legacy proxy server-based WAP gateways. The expected growth of subscribers and usage is supported by Exalink's high capacity WAP gateway, Mega.Flow, which scales up to accommodate millions of subscribers. The unique distributed architecture of Exalink's products, Mega.Flow and eXa.Flow, allows them to be deployed along side remotely located gateways, to allow for distributed WAP deployment and roaming. This capability provides clear advantages to operators looking at multi-national (e.g., Pan-European) services. Such an architecture can be implemented, for example, with a Mega.Flow in the cellular network working in cooperation with an eXa.Flow installed in the corporate environment, thus providing end-to-end security and quality of service. In addition to its WAP gateway product, Exalink provides eXa.Rule, a policy-driven database management system for subscriber and platform management, containing information concerning subscriber priorities and device properties and security management, and eXa.Application, an integrated application platform consisting of an application core engine, ready-to-deploy personal information management applications, and an open API Open API (often referred to as OpenAPI) is a word used to describe sets of technologies that enable websites to interact with each other by using SOAP, Javascript any other web technology. (Application Program Interface) software development kit, eXa.Dev, for content providers and third-party developers. Personal information management applications include wireless email Wireless Email or Push E-mail for enterprises is an email solution for small handheld platforms that is secure and managed centrally by enterprise server. Wireless technology adoption has seen a dramatic increase over the past few years. , web-based address book, and calendar and to-do list capabilities. Kobi Alexander Jacob "Kobi" Alexander is the founder and the former CEO of New York-based Comverse Technology. Alexander founded Comverse Technology (NASDAQ: CMVT) in 1982 and built it up from a 3-person Israeli startup to employing over 5,000, becoming the leading provider of software and , Chairman, President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of Comverse, stated, "Wireless Internet services are poised for outstanding growth over the next several years. Exalink's unique router-based WAP gateway architecture promises significant performance advantages over today's proxy server schemes, with a superior ability to provide and manage quality of service and security. We are excited by the opportunities presented to us through Exalink's technology, and welcome the addition of Exalink's talented employees and management to the Comverse team." Rony Zarom, President and Chief Executive Officer of Exalink, said, "Comverse is the perfect partner for Exalink. Comverse's base of nearly 250 wireless network operators, along with its strong management team and reputation for excellence in developing a broad portfolio of reliable, scalable, customizable value-added communication services, gives Exalink the best possible opportunity to become the world's leading provider of systems which enable wireless Internet services." Exalink will continue to operate from its existing facilities. Rony Zarom will continue to head-up its operations. About Exalink Exalink is a leading global supplier of platforms for the delivery of Internet-based services to all types of wireless devices. The company offers a device-independent, policy-driven mobile Internet platform, consisting of eXa.Flow WAP gateways; eXa.Rule policy-based management See policy management. system; and eXa.Application, an integrated suite of ready-to-deploy WAP applications. Exalink is a member of the WAP Forum (Wireless Application Protocol Forum, Mountain View, CA, www.wapforum.org) An organization founded in 1997 to promote a wireless standard for smartphones and mobile terminals. In 2002, it merged into the Open Mobile Alliance. See OMA and WAP. . Visit the company's Web site at http://www.Exalink.com. About Comverse Comverse Technology, Inc., headquartered in Woodbury, New York Woodbury is the name of some places in the U.S. state of New York:
While online, a software application displays users the Caller ID of the incoming call, and gives users the opportunity to screen the incoming , and other personal communication services (communications) Personal Communication Services - (PCS) Telecommunications services that bundle voice communications, numeric and text messaging, voice-mail and various other features into one device, service contract and bill. PCS are carried over cellular links, most often digital. . Comverse's Infosys Division's products include: multiple channel, multimedia digital monitoring systems marketed to law enforcement and intelligence agencies; and multiple channel, multimedia digital recording, logging, and quality monitoring systems marketed to call centers, financial institutions and other organizations. Comverse's Ulticom Division's products include: network signaling software. Comverse Technology is an S&P 500 and NASDAQ-100 Index company. Visit Comverse Technology's web site at http://www.comverse.com. Statements in this release concerning Comverse's or Exalink's future prospects are "forward-looking statements" under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. There can be no assurances that future results will be achieved, and actual results could differ materially from forecasts and estimates. Important factors that could cause actual results to differ materially include the risks associated with the sale of large, complex, high capacity systems and with new product introductions as well as the uncertainty of customer acceptance of these new or enhanced products from either Comverse, Exalink or their competition; risks associated with rapidly changing technology and the ability of Comverse and/or Exalink to introduce new products on a timely and cost-effective basis; risks associated with changes in the competitive or regulatory environment in which Comverse and/or Exalink operate; risks associated with significant foreign operations and international sales, including fluctuations in foreign currency exchange rates and interest rates; the volatility of the international marketplace; risks associated with Comverse's and/or Exalink's ability to retain existing personnel and recruit and retain qualified personnel; and other risks described in filings with the Securities and Exchange Commission. These risks and uncertainties, as well as others, are discussed in greater detail in the filings of Comverse with the Securities and Exchange Commission, including its most recent Annual Report on 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. and its subsequent Quarterly Reports on Form 10-Q Form 10-Q See 10-Q. . Each company makes no commitment to revise or update any forward-looking statements in order to reflect events or circumstances after the date any such statement is made. eXa.Flow, Mega.Flow, eXa.Rule, eXa.Application, and eXa.Dev are trademarks of Exalink Ltd. |
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