Somera Communications, Inc. to Seek Stockholder Approval of Reverse Stock Split
24 Febbraio 2006 - 10:45PM
PR Newswire (US)
DALLAS, Feb. 24 /PRNewswire-FirstCall/ -- Somera Communications,
Inc. (NASDAQ:SMRA) today announced that it has filed with the
Securities and Exchange Commission a preliminary proxy statement
with respect to a special meeting of its stockholders to seek
stockholder approval of amendments to Somera's Amended and Restated
Certificate of Incorporation to permit the Company to effect a
reverse stock split of its common stock at a ratio selected within
the proposed range of 1:5 to 1:15. If approved by stockholders and
implemented, the reverse stock split would affect all shares of
common stock, including those shares underlying stock options and
warrants outstanding immediately prior to the effective time of the
reverse stock split. Somera intends to mail a definitive proxy
statement regarding this proposal to its stockholders of record as
of March 6, 2006 once the preliminary statement becomes final. A
special meeting of Somera's stockholders is scheduled to be held on
April 11, 2006 to vote on the reverse stock split proposal. "At
this time, we are recommending a reverse stock split principally to
establish a share price high enough to satisfy the $1.00 per share
minimum bid price requirement for continued listing of our common
stock on the Nasdaq National Market, which our board of directors
believes is important for and in the best interests of the Company
and its stockholders," said David Heard, Chief Executive Officer of
Somera. About Somera Somera Communications is a telecom asset
management firm that assists service providers in generating
greater value from their network assets in the form of lower
operating costs, longer product life, higher productivity, and real
measurable savings. Somera provides immediate availability of
quality, warranted new and refurbished equipment at savings of 25%
to 60%. Extending these benefits is Somera RecoveryPLUS, which
deploys knowledgeable personnel, proven processes and proprietary
software to each client location to provide professional discovery,
valuation and asset cataloging, thereby enhancing ongoing network
efficiency while improving the accuracy and quality of reports
required of today's regulatory environment. In addition, Somera
offers outsourced network operations, logistics, and technical
service, as well as comprehensive repair services for wireless,
wireline, and data products -- all at significant savings and
reduced cycle times. Founded in 1995, Somera has developed an
impressive base of over 1,100 customers worldwide, including the
industry leaders from each segment of the telecommunications
market. Visit Somera on the web at http://www.somera.com/. Where to
Find Additional Information In connection with the proposed reverse
stock split, Somera's stockholders are urged to read the definitive
proxy statement when it becomes available because it will contain
important information about Somera and the proposed reverse stock
split. Stockholders will be able to obtain free copies of the proxy
statement and other documents filed by Somera with the SEC at the
SEC's website (http://www.sec.gov/) or by directing a request to
the attention of Jim Gardner, Vice President, Marketing of Somera
Communications, Inc., +1-972-304-5660. The company's executive
officers and directors may be deemed to be participants in the
solicitation of proxies from the Company's stockholders in
connection with the proposed reverse stock split. This news release
contains forward-looking statements as that term is defined in
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. Somera's
operating and financial results are subject to risks and
uncertainties, including, but not limited to, general economic
conditions particularly affecting the telecommunications industry;
capital equipment spending levels in the telecommunications
industry, including the risk of continued customer spending delays
associated with carrier consolidation; the impact of competition in
the market for supplying equipment and equipment lifecycle
management services to telecommunications operators; the risk of
potential shortage of product supply; and Somera's ability to build
its lifecycle management services capabilities; approval of the
reverse stock split proposal to be submitted to the company's
stockholders; establishment and maintenance of a common stock per
share price that will permit the Company to maintain the
eligibility of its common stock for quotation on the Nasdaq
National Market and other factors fully described in the company's
reports to the Securities and Exchange Commission, including but
not limited to, the Annual Report on Form 10-K for the fiscal year
ended December, 31, 2004, and its Quarterly Reports on Form 10-Q.
The company does not undertake to update any forward-looking
statements that may be made by or on behalf of the company. Copies
of Somera's Securities and Exchange Commission filings may be
obtained by contacting Financial Relations Board at 617-520-7064 or
by visiting the Investor section of Somera's web site at
http://www.somera.com/. Contact: Jim Gardner Vice President,
Marketing and Investor Relations Somera Communications
972-304-5660, ext. 317 DATASOURCE: Somera Communications, Inc.
CONTACT: Jim Gardner, Vice President, Marketing and Investor
Relations of Somera Communications, +1-972-304-5660, ext. 317 Web
site: http://www.somera.com/
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