Regulatory News:
After due and careful consideration of Gemalto’s
unsolicited offer to take control of Wavecom (Paris:AVM) (NASDAQ:WVCM),
the board of directors of Wavecom has reached the conclusion that Gemalto’s
hostile offer is not in the best interests of Wavecom, its shareholders
and employees.
Anthony Maher, independent director and Chairman of Wavecom’s
M&A sub-committee summarized the position of the board, saying "While
Wavecom is always interested in any transaction that benefits
shareholders and other stakeholders, we have concluded that the proposed
acquisition by Gemalto fails to deliver sufficient value to merit
support.”
The board will issue a more detailed opinion on Gemalto’s
offer together with its formal response, in accordance with AMF (French
Stock Market Authorities) regulations and within the designated
timeframe.
The board concluded by reiterating its full confidence in the management
of Wavecom and supported its ongoing efforts, together with the
employees of Wavecom, to maximise value-creation for all stakeholders of
the Company.
Wavecom – the wireless M2M experts
Wavecom is a leading provider of embedded wireless technology for M2M
(machine-to-machine) communication. We provide a range of GSM/GPRS,
CDMA, EDGE and 3G Wireless CPUs; programmable processors which also act
as wireless modules or wireless modems. These are backed by a C and
Lua-based cellular wireless software suite which includes a real-time
operating system (RTOS), a software development environment based on
Eclipse™, and several Plug-Ins (GPS, TCP/IP,
security, Bluetooth™, Lua script and more).
We also offer a wide range of professional and operated services. Our
solutions are used for automotive telematics, smart metering, fleet
management, GSM/GPS/satellite tracking, wireless alarms, wireless POS
(point of sales), WLL (fixed voice), remote monitoring and many other
M2M applications.
Founded in 1993 and headquartered in Issy-les-Moulineaux (France)
near Paris, Wavecom has subsidiaries in Hong Kong (PRC), Research
Triangle Park, NC (USA), Farnborough (UK), Munich (Germany) and Sao
Paolo (Brazil). Wavecom is publicly traded on Euronext Paris (Eurolist)
in France and on the Nasdaq (WVCM) exchange in the U.S.
http://www.wavecom.com
Wavecom shareholders are urged to read Wavecom's
Solicitation/Recommendation Statement on Schedule 14D-9 when it is filed
by Wavecom with the U.S. Securities and Exchange Commission (the "SEC"),
as it will contain important information. The
Solicitation/Recommendation Statement and other public filings made from
time to time by the Company with the SEC are available without charge
from the SEC's website at www.sec.gov and at wavecom.com.
This press release contains forward-looking statements that relate to
the Company's future business performance, operating expenses and
financial results and objectives.
Such forward-looking statements
are based on the current expectations and assumptions of the Company’s
management only and involve risk and uncertainties.
Potential
risks and uncertainties include, without limitation, whether the Company
will be commercially successful
in implementing its strategies,
whether there will be continued growth in the vertical markets and
demand for the Company’s products, the Company’s
reliance on a single contract manufacturer in China for all production
requirements,
an unanticipated decrease in orders from one of the
Company’s principal customers or customer
cancellation or scale-down of a major project, changes in foreign
currency exchange rates, dependence on third parties, new products or
technological developments introduced by competitors, customer and
supplier concerns regarding the Company’s
overall financial position, and risks associated with managing growth.
Unfavorable developments in connection with these and other risks and
uncertainties described in the Company's reports on file with the
Securities and Exchange Commission could cause the Company to fail to
achieve the anticipated or targeted performance or results.
As a
consequence, the Company’s actual performance
and results may be materially different from those expressed by the
forward-looking statements above.