Arel (NASDAQ:ARLC)
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From Jun 2019 to Jun 2024
Arel Communications and Software (NASDAQ: ARLC),
technology leader in integrated voice, video and web communications
for interactive conferencing, collaboration and training applications,
today announced that its Board of Directors has unanimously approved a
plan to take the Company private that was submitted by Arel's Audit
Committee and Chairman.
Arel has also obtained a fairness opinion for the transaction. The
Company will now seek the approval of Arel's shareholders and the
consent of an Israeli court.
As previously announced, the approved plan entails the repurchase
of Arel's shares by the Company from all of its shareholders, at a
price of $1.50 per share with Mr. Clayton Mathile and certain
directors and officers of the Company remaining as shareholders of
Arel. Cetus Corp., an Ohio based investment company controlled by Mr.
Mathile, has agreed in principle, subject to reaching definitive
terms, to provide the Company with the funding to carry out the
proposed plan and for its future operating needs.
If the proposed transaction is effected as proposed, Arel expects
to have fewer than 300 shareholders of record. In such case, Arel
would terminate the registration of its ordinary shares under the
Securities Exchange Act of 1934, as amended, delist its ordinary
shares from the Nasdaq SmallCap Market and cease filing reports and
other information with the Securities and Exchange Commission (SEC).
No assurance can be given that the proposed transaction, or a
similar transaction, will be effected on these or any other terms.
This announcement is neither a solicitation of a proxy nor an
offer to purchase, or a solicitation of an offer to sell, ordinary
shares of Arel. Arel intends to file a Schedule 13E-3 with the SEC in
connection with the special meeting of shareholders which would be
held to vote on the proposed plan. All shareholders are urged to read
the definitive Schedule 13E-3 when it becomes available and any
definitive materials accompanying such Schedule 13E-3 because they
will contain important information about the proposed transaction.
Shareholders may obtain such documents free of charge when they are
available at the Web site maintained by the SEC at www.sec.gov. Arel
will also mail a copy of certain definitive materials to its
shareholders entitled to vote at the special meeting.
About Arel Communications and Software:
Arel Communications and Software is a leader in conferencing and
collaboration solutions. Arel is focused on enhancing communications,
facilitating workgroup collaboration and driving productivity in the
enterprise. By providing a comprehensive application suite, Arel
Spotlight(TM), for leveraging enterprise networks for rich-media
communications, Arel replicates in-person meetings in the online
environment. Combining voice, video and data conferencing in one
easy-to-use Web-based solution, Arel fosters interactive
communications that significantly improve work environments today.
Arel's solution impacts key business processes such as corporate and
marketing communications, distance learning, product development,
customer relationship management, and supply chain management.
Allowing geographically dispersed users to work together in groups,
attend webinars and panel discussions, participate in training
courses, and have one-on-one meetings with customers or colleagues,
from virtually anywhere, Arel Spotlight is a powerful tool for
critical business communications. For more information, visit
www.arelcom.com.
This press release contains forward-looking statements that are
subject to risks and uncertainties. Factors that could cause results
to differ materially from these forward-looking statements include,
but are not limited to, the receipt of corporate and third party
approvals, obtaining the financing to carry out the proposed plan,
general business conditions in the industry, changes in demand for
products, the timing and amount or cancellation of orders and other
risks detailed from time to time in Arel Communications and Software's
filings with the Securities and Exchange Commission. Arel is under no
obligation (and expressly disclaims any such obligation) to update or
alter any forward-looking statements whether as a result of new
information, future events or otherwise.
All trademarks recognized.