EXHIBIT
99.1
AIRSPAN
RESTATES CERTAIN 2004 FINANCIAL STATEMENTS TO ACCOUNT FOR NON-CASH ITEM IN
SEPTEMBER 2004 PREFERRED SHARE ISSUANCE
BOCA
RATON, FLA. - April 27, 2005. Airspan
Networks, Inc. (Nasdaq: AIRN), a leading worldwide provider of broadband
wireless access networks, including WiMAX-standard systems, today announced that
it has restated its consolidated balance sheets and consolidated statements of
operations at and for the year ended December 31, 2004 reported in the Company’s
Form 10-K for the fiscal year ended December 31, 2004 (the “Form 10-K”) and for
the quarter ended October 3, 2004 reported in the Company’s Form 10-Q for the
fiscal quarter ended October 3, 2004 (the “Form 10-Q”).
The
restatements were required to correct the fact that the Company’s filings last
year did not reflect a conversion feature in the Series A Preferred Stock issued
in September 2004, which should have been accounted for as a non-cash benefit to
certain shareholders in the calculations of earnings available to shareholders
and loss/earnings per share.
The
Company filed such restatements on April 27, 2005 with the Securities and
Exchange Commission in amendments (the “Form 10-K/A” and “Form 10-Q/A”) to the
Form 10-K and Form 10-Q.
More
specifically, the Form 10-K/A and the restated financial statements reflect
a correction for fiscal 2004 in the Company’s accounting treatment of its
September 13, 2004 issuance of 73,000 shares of Series A Preferred Stock
and a restatement of the Company’s 2004 earnings per share. The Form 10-K/A
reflects a $10.4 million, non-cash, deemed dividend for an embedded conversion
feature relating to the Series A Preferred Stock and the effect of the
participating convertible securities on the computation of basic earnings per
share in 2004.
The Form
10-Q/A and the restated financial statements reflect the change in the Company’s
accounting and disclosure of the Series A Preferred Stock for the third quarter
of 2004.
Management
and the Company’s Audit Committee discussed these issues with the Company’s
independent accounting firm, Ernst & Young, LLP, who concur with the
decision to restate the consolidated financial statements.
Eric
Stonestrom, Airspan’s president and chief executive officer, said: “The sale of
the Series A Preferred Stock was a very important part of the funding strategy
for our recently-launched WiMAX product portfolio. The discount to the market
price we agreed to when we issued the stock was in step with similar deals done
in the private equity markets, where such discounts are given in lieu of the
incurrence of significant underwriting fees and expenses, and higher transaction
costs and execution risk. The discount also included price appreciation that
occurred on the day of the deal's announcement, due to positive market reaction
to the funding event. The consolidated financial restatements do not reflect a
change in the Company’s uses and sources of cash or a change in the Company’s
losses from operations during 2004.”
Please
see the Form 10-K/A and the Form 10-Q/A for more detailed information regarding
the restatements.
About
Airspan Networks Inc.
Airspan
Networks provides wireless voice and data systems and solutions, including Voice
Over IP (VoIP), to both licensed and unlicensed operators around the world in
frequency bands between 700 MHz and 6 GHz, including both PCS and 3.5GHz
international bands. Airspan has a strong product evolution roadmap that
includes offerings compliant with the new 802.16-2004 standard, and with
built-in 802.16e capability. Airspan is on the Board and a founder member of the
WiMAX Forum. The
Company has deployments with more than 200 operators in more than 100 countries.
Airspan’s systems are based on radio technology that delivers excellent area
coverage, high security and resistance to fading. Airspan’s systems can be
deployed rapidly and cost effectively, providing an attractive alternative to
traditional wired communications networks. Airspan also offers radio planning,
network installation, integration, training and support services to facilitate
the deployment and operation of its systems. Airspan is headquartered in Boca
Raton, Florida with its main operations center in Uxbridge, United
Kingdom.
More
information on Airspan can be found at http://www.airspan.com
This
press release contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. All statements, other than
statements of historical facts, including statements regarding our strategy,
future operations, financial position, future revenues, projected costs,
prospects, plans and objectives of management, may be deemed to be
forward-looking statements. The words "anticipates," "believes," "estimates,"
"expects," "intends," "may," "plans," "projects," "will," "would" and similar
expressions or negative variations thereof are intended to identify
forward-looking statements, although not all forward-looking statements contain
these identifying words. We may not actually achieve the plans, intentions or
expectations disclosed in our forward-looking statements and you should not
place undue reliance on our forward-looking statements. There are a number of
important factors that could cause actual results or events to differ materially
from the plans, intentions and expectations disclosed in the forward-looking
statements we make. Investors and others are therefore cautioned that a variety
of factors, including certain risks, may affect our business and cause actual
results to differ materially from those set forth in the forward-looking
statements. The Company is also subject to the risks and uncertainties described
in its filings with the Securities and Exchange Commission, including its Annual
Report on Form 10-K for the year ended December 31, 2004. You should read those
factors as being applicable to all related forward-looking statements wherever
they appear in this press release. We do not assume any obligation to update any
forward-looking statements.
For
Investment inquiries, contact:
Airspan
Networks Inc:
Peter
Aronstam
Chief
Financial Officer
Tel: +1
561 893-8682
Fax: +1
561 893-8671
Email:
paronstam@airspan.com
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