Arel (NASDAQ:ARLC)
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Arel Communications and Software Ltd. (NASDAQ: ARLC)
announced today that on January 11, 2006, it received a Nasdaq Staff
Determination indicating that the Company does not comply with
Marketplace Rule 4320(e)(2)(B), which requires the Company to have a
minimum of $2,500,000 in stockholders' equity, or $35,000,000 market
value of listed securities, or $500,000 of net income from continuing
operations for the most recently completed fiscal year or two of the
three most recently completed fiscal years, and that its securities
are therefore, subject to delisting from the Nasdaq Capital Market.
Nasdaq Staff rejected Arel's request to delay the delisting until the
completion of the Company's previously reported going-private
transaction which is currently underway. The Company has requested a
hearing before a Nasdaq Listing Qualifications Panel to review the
Nasdaq Staff determination. Arel's securities will remain listed until
the completion of the hearing process.
Separately, on January 12, 2006, the Company received comments
from the United States Securities and Exchange Commission on the
Schedule 13E-3 and its exhibits (including the draft proxy statement
to the Company's shareholders for their approval of the going-private
transaction), which Arel filed with the SEC on December 27, 2005.
Following the completion of the review process Arel will notify its
shareholders of the time and location of a special shareholders
meeting that will be scheduled to vote on the going-private
transaction. Should Arel complete the transaction as planned, the
Company shall deregister its shares under the Securities Exchange Act
of 1934 and delist from The Nasdaq Capital Market at the transaction's
close.
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. Arel's newest solution, Arel Anyware, is an audio-visual
plug-in that establishes true "face-to-face" meetings over the
internet. Requiring only a webcam for full-featured video operability,
users can add video conferencing to any web or IM/Presence application
(such as Microsoft(R) Office Live Meeting(TM)). 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 solutions impact 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.