LanOptics to Complete Acquisition of Substantially All of EZchip's Equity
03 Januar 2008 - 2:00PM
PR Newswire (US)
LanOptics Trading Moves to NASDAQ Global Market Applied to Change
Trading Symbol to "EZCH" YOKNEAM, Israel, January 3
/PRNewswire-FirstCall/ -- LanOptics Ltd. (NASDAQ:LNOP), a provider
of Ethernet network processors, announced today that the last two
principal shareholder groups of its subsidiary, EZchip Technologies
Ltd., have elected to exchange all of their shares of EZchip for
shares of LanOptics. This exchange represents the last major step
in LanOptics' long-term plan to acquire 100% ownership of EZchip.
LanOptics will acquire preferred shares of EZchip from the two
principal shareholders, representing the equivalent of 20,047,365
EZchip ordinary shares, in exchange for the issuance of 5,011,841
LanOptics shares. The resulting dilution in each LanOptics
shareholder's percentage of ownership will be substantially offset
by the increase in LanOptics' holdings in EZchip. LanOptics'
business consists exclusively of the business of EZchip, a company
that is engaged in the development and sales of Ethernet network
processors. Following the exchange, LanOptics will own
approximately 99% of the outstanding share capital of EZchip, or
89% on a fully diluted basis. The residue represents unissued
EZchip shares subject to outstanding EZchip options held by current
and former employees of EZchip. Pursuant to the exchange agreement,
LanOptics is required to register the shares issued in the exchange
with the U.S. Securities and Exchange Commission. LanOptics further
announced that starting tomorrow January 4, 2008, the company's
ordinary shares will be traded on the NASDAQ Global MarketSM. The
company has also applied to change its trading symbol from "LNOP"
to "EZCH" effective January 17, 2008. "It is an exciting day in the
history of our company and the beginning of a new era," commented
Eli Fruchter, the Chairman of LanOptics and CEO of EZchip. "It has
been our long-term goal to acquire full ownership of EZchip and we
are excited to finally reach this milestone. We expect the
rationalizing of our corporate structure and the unifying of the
shareholdings in the two companies under our EZchip brand name to
further support the company's continued growth and allow various
efficiencies in the operation of the businesses." "We are also
delighted to announce our upgrade to the NASDAQ Global MarketSM - a
testament to the company's recent results and increased trading in
the company's shares. We expect the move to the more prestigious
NASDAQ Global MarketSM, combined with our new trading symbol -
"EZCH", once approved, will provide greater visibility and
liquidity to our shares and promote our EZchip brand name
recognition," Mr. Fruchter added. This press release shall not
constitute an offer to sell or solicitation of an offer to buy, any
securities of LanOptics. About LanOptics LanOptics' business
consists exclusively of the business of EZchip, a company that is
engaged in the development and marketing of Ethernet network
processors for networking equipment. EZchip provides its customers
with solutions that scale from 1-Gigabit to 100-Gigabits per second
with a common architecture and software across all products.
EZchip's network processors provide the flexibility and integration
that enable triple-play data, voice and video services in systems
that make up the new Carrier Ethernet networks. Flexibility and
integration make EZchip's solutions ideal for building systems for
a wide range of applications in telecom networks, enterprise
backbones and data centers. For more information on LanOptics and
EZchip, visit the web site at http://www.ezchip.com/. This press
release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended.
Forward-looking statements are statements that are not historical
facts and may include financial projections and estimates and their
underlying assumptions, statements regarding plans, objectives and
expectations with respect to future operations, products and
services, and statements regarding future performance. These
statements are only predictions based on LanOptics' current
expectations and projections about future events. There are
important factors that could cause LanOptics' actual results, level
of activity, performance or achievements to differ materially from
the results, level of activity, performance or achievements
expressed or implied by the forward-looking statements. Those
factors include, but are not limited to, the impact of competitive
products, product demand and market acceptance risks, customer
order cancellations, reliance on key strategic alliances,
fluctuations in operating results, delays in development of
highly-complex products and other factors indicated in LanOptics'
filings with the Securities and Exchange Commission (SEC). For more
details, refer to LanOptics' SEC filings and the amendments
thereto, including its Annual Report on Form 20-F filed on March
30, 2007 and its Current Reports on Form 6-K. LanOptics undertakes
no obligation to update forward-looking statements to reflect
subsequent occurring events or circumstances, or to changes in our
expectations, except as may be required by law. Contact: Ehud Helft
/ Ed Job CCGK Investor Relations / Tel: (US)+1-646-201-9246
/+1-646-213-1914 DATASOURCE: LanOptics Ltd. CONTACT: Ehud Helft /
Ed Job, CCGK Investor Relations,
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