TTI Telecom Acquired By TEOCO
August 23 2010 - 8:15AM
TTI Team Telecom International Ltd. (Nasdaq:TTIL), a global
supplier of Operations Support Systems (OSS) to communications
service providers, announced today that it has completed its
previously announced sale pursuant to the Agreement and Plan of
Merger, dated as of June 8, 2010, by and among TEOCO Corporation, a
Delaware corporation ("TEOCO"), TEOCO Israel Ltd., an Israeli
company and a wholly owned subsidiary of TEOCO ("Merger Sub"), and
TTI Telecom, under which TTI Telecom has been acquired by TEOCO
through a merger of Merger Sub with and into TTI Telecom.
Pursuant to the terms of the merger agreement, which was
approved by TTI Telecom's shareholders on July 22, 2010, TTI
Telecom has become a private company and each outstanding ordinary
share and preferred share of TTI Telecom has been automatically
converted into the right to receive US$3.00 in cash, without
interest and less any applicable withholding taxes.
In connection with the closing, trading of TTI Telecom shares on
the NASDAQ will cease today and TTI Telecom will de-list its shares
from the NASDAQ.
Shareholders who possess TTI Telecom share certificates will
receive a letter of transmittal with detailed instructions, along
with other forms, from the appointed paying agent, BNY Mellon
Shareowner Services, regarding the surrender of their certificates
for the merger consideration. For shares held in street name by a
broker, bank or other nominee, the broker, bank or other nominee
will handle the exchange of shares for the shareholders and will
provide them with any relevant instructions for effecting the
exchange.
About TTI Telecom
TTI Team Telecom International Ltd. is a leading provider of
next generation Operations Support Systems (OSS) to communications
service providers worldwide. TTI Telecom's Netrac portfolio
delivers an automated, proactive and customer-centric approach to
service assurance and network management. Anchored by
market-leading service assurance solutions -- Fault Management
(FaM) and Performance Management (PMM) -- that give customers
an end-to-end view of their network, TTI's Netrac enables service
providers to reduce operating costs, enhance profitability and
launch new, revenue-generating services more rapidly. Netrac is
compatible with multiple technologies and industry standards, and
is uniquely positioned to bridge legacy, next-generation,
convergent, and IMS Networks. TTI Telecom's customer base consists
of tier-one and tier-two service providers globally, including
large incumbents in the Americas, Europe and Asia-Pacific.
Forward-Looking Statements
Certain statements in this press release, including but not
limited to those relating to the merger transaction, constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or
achievements of TTI Telecom to be materially different from any
future results, performance or achievements expressed or implied by
such forward-looking statements. Statements preceded by, followed
by or that otherwise include the words "believes", "expects",
"anticipates", "intends", "projects", "estimates", "plans", "may
increase", "may fluctuate" and similar expressions or future or
conditional verbs such as "will", "should", "would", "may" and
"could" are generally forward-looking in nature and not historical
facts. Any statements that refer to expectations or other
characterizations of future events, circumstances or results are
forward-looking statements. Various factors that could cause actual
results to differ materially from those expressed in such
forward-looking statements include but are not limited to risk
factors discussed from time to time by TTI Telecom in reports filed
or furnished with the SEC.
In light of these risks, uncertainties, assumptions and factors,
the forward-looking events discussed in this press release may not
occur. You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date stated,
or if no date is stated, as of the date of this press
release. Except for TTI Telecom's ongoing obligations to
disclose material information under the federal securities laws,
TTI Telecom undertakes no obligation to release any revisions to
any forward-looking statements, to report events or to report the
occurrence of unanticipated events unless required by law.
CONTACT: TTI Telecom
Investor Relations Contact:
Rebecca (Rivi) Aspler, Investor Relations Director
+972-3-926-9093
Mobile: +972-54-777-9093
Fax: +972-3-926-9574
rebecca.aspler@tti-telecom.com
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