Verint Receives Notice from Nasdaq Due to Late Filing of Form 10-K - Company to Request Hearing
April 24 2006 - 4:05PM
Business Wire
Verint Systems Inc. (NASDAQ: VRNT) (the "Company" or "Verint")
today announced that due to the delay in the filing of its Annual
Report on Form 10-K for the period ended January 31, 2006, as well
as the delay in the filing of a Current Report on Form 8-K/A, which
would have amended the Current Report on Form 8-K dated January 9,
2006 to include the financial information required by Form 8-K in
connection with the January 9, 2006 acquisition by the Company of
MultiVision Intelligence Surveillance Limited's networked video
security business (the "MultiVision Financials"), it has received a
letter from the The Nasdaq Stock Market indicating that the
Company's common stock is subject to delisting pursuant to Nasdaq
Marketplace Rule 4310(c)(14). Nasdaq Marketplace Rule 4310(c)(14)
requires the Company to make on a timely basis all filings with the
Securities and Exchange Commission, as required by the Securities
Exchange Act of 1934, as amended. Verint will appeal the Nasdaq
Staff's determination by requesting a hearing before the Nasdaq
Listing Qualifications Panel, which will automatically stay the
delisting of Verint's common stock pending the Panel's review and
determination. Until the Panel issues a determination and the
expiration of any exception granted by the Panel, Verint's common
stock will continue to be traded on The Nasdaq National Market.
However, as a result of the delayed filing of its Annual Report on
Form 10-K, the trading symbol for the Company's common stock will
be changed from VRNT to VRNTE. As previously announced, Verint has
delayed filing its Annual Report on Form 10-K for the period ended
January 31, 2006 as a result of the ongoing review by Comverse
Technology, Inc., the 57% stockholder of Verint, relating to
Comverse's stock option grants (the "Comverse Review"), and the
uncertainty of the impact of the Comverse Review on Verint's
historical financial statements. Verint intends to file the Annual
Report as soon as practicable after the determination of whether
any restatement of Verint's previously issued financial statements
is required. There can be no assurance that the Panel will grant
the Company's request for an extension that would allow the
continued listing of the Company's common stock on The Nasdaq Stock
Market until the Company files its Annual Report on Form 10-K for
the period ended January 31, 2006, the MultiVision Financials and
all other required reports with the Securities and Exchange
Commission. About Verint Systems Inc. Verint(R) Systems Inc.,
headquartered in Melville, New York, is a leading provider of
analytic software-based solutions for security and business
intelligence. Verint software, which is used by over 1,000
organizations in over 50 countries worldwide, generates actionable
intelligence through the collection, retention and analysis of
voice, fax, video, email, Internet and data transmissions from
multiple communications networks. Verint is a subsidiary of
Comverse Technology, Inc. (NASDAQ: CMVT). Visit us at our website
www.verint.com. Note: Certain statements concerning Verint's future
revenues, earnings per share, results or prospects are
"forward-looking statements" under the Private Securities
Litigation Reform Act of 1995. There can be no assurances that
forward-looking statements will be achieved, and actual results
could differ materially from forecasts and estimates. Important
risks, uncertainties and other important factors that could cause
actual results to differ materially include, among others:
potential impact on Verint's financial results related to
Comverse's creation of a special committee of the Board of
Directors of Comverse to review matters relating to grants of
Comverse stock options, including but not limited to, the accuracy
of the stated dates of Comverse option grants and whether Comverse
followed all of its proper corporate procedures and the results of
the Comverse special committee's review; the effect of Verint's
failure to timely file all required reports under the Securities
Exchange Act of 1934, and the resultant potential delisting of
Verint's common stock from NASDAQ; introducing quality products on
a timely basis that satisfy customer requirements and achieve
market acceptance; lengthy and variable sales cycles create
difficulty in forecasting the timing of revenue; integrating the
business and personnel of CM Insight; risks associated with
significant foreign operations, including fluctuations in foreign
currency exchange rates; aggressive competition in all of Verint's
markets, which creates pricing pressure; integrating the business
and personnel of MultiVision, including implementation of adequate
internal controls; managing our expansion in the Asia Pacific
region; risks that Verint's intellectual property rights may not be
adequate to protect its business or that others may claim that
Verint infringes upon their intellectual property rights; risks
associated with integrating the business and employees of Opus and
RP Sicherheissysteme GMBH; risks associated with Verint's ability
to retain existing personnel and recruit and retain qualified
personnel in all geographies in which Verint operates; decline in
information technology spending; changes in the demand for Verint's
products; challenges in increasing gross margins; risks associated
with changes in the competitive or regulatory environment in which
Verint operates; dependence on government contracts; expected
increase in Verint's effective tax rate; perception that Verint
improperly handles sensitive or confidential information; inability
to maintain relationships with value added resellers and systems
integrators; difficulty of improving Verint's infrastructure in
order to be able to continue to grow; risks associated with
Comverse Technology, Inc. controlling Verint's business and
affairs; and other risks described in filings with the Securities
and Exchange Commission. All documents are available through the
SEC's Electronic Data Gathering Analysis and Retrieval system
(EDGAR) at www.sec.gov or from Verint's website at www.verint.com.
Verint makes no commitment to revise or update any forward-looking
statements except as otherwise required by law. Verint, the Verint
word mark, Actionable Intelligence, Powering Actionable
Intelligence, STAR-GATE, RELIANT, NEXTIVA, LORONIX, SmartSight,
Lanex and ULTRA are trademarks of Verint Systems Inc. Other names
may be trademarks of their respective owners.
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