is thinking about $$$$$
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VRAZ & DIALOGIC Merger INFO
"The merger of Veraz and Dialogic will create a new and exciting company with the product portfolio and resources to be a true mission critical supplier to service providers," said Doug Sabella, President and CEO of Veraz Networks. "The combination of Veraz's direct global footprint and Dialogic's channels will create a company of substantial size with global reach and resources, thus allowing our customers to be extremely confident when they choose to partner with us."
Following the merger and subsequent integration of the two companies, on an annualized basis (after excluding adjustments to revenue and expenses under purchase accounting rules, transaction related costs and one-time charges), the merged company revenues are expected to be greater than $250 million with gross margins of 60-65% and EBITDA of 10-15% of revenues (earnings before interest, taxes, depreciation, amortization, and stock compensation expenses and including expected operational cost synergies). The merged company will have a diverse customer base with no customer concentration.
Under the terms of the agreement, unanimously approved by each company's Board of Directors, Veraz will issue shares of its common stock to each Dialogic shareholder so that following the closing of the transaction, Dialogic shareholders will own approximately 70% and Veraz shareholders will own approximately 30% of the merged company. For further information regarding the acquisition agreement, interested parties should refer to the Form 8-K filed by Veraz on or about this date. The transaction is expected to close in the second half of 2010, subject to regulatory approvals, shareholder approvals, and customary closing conditions.
Weak consolidation taking place at the moment. Nice and healthy for the chart IMO.
Like always we will shoot back up and continue are run. Merger is going down shortly and we all know what happens then, ;)
IDLM AND VRAZ!!!!!!!!!!!!!!!!!
Trade alert! VRAZ 1.11----> MERGER!! this is going above 2 bucks IMO.. --> Veraz Networks, Inc. Announces Receipt of Sufficient Preliminary Proxies to Approve Dialogic Merger
Agreed!
Hey GAS crew! This is your chance to swoop up on some cheap VRAZ shares!! merger is going down shortly so don't miss out.
We should slowly start to climb back up as the day moves on IMO. If we don't close green i still a expect a huge close to end out the week.
Good morning!!.. VRAZ is looking good!!!!!!!! hit a brother up!
"VRAZ" IS SHOOTING UP RIGHT NOW merger news was just out and we hit 1.23 today.
Awesome day everyone! 1.23 close is huge for the chart.
Im sure we will see a nice strong close today IMO. Plenty of time left in this crazy market!
Back up to that dollar!
Good morning everyone!
IKTO 0013 perking back up
Merger is almost here!! That two dollar mark is right around the corner IMO..
Like to see new ppl joining the party!! huge rest of the week going down!
Big Dollar close!!! it's off to the races now..
I agree 100%. A dollar climb and hold would be perfect right now.
Huge Vol today!!!
Taking a starter!
We will break that dollar and run here!!
Looking nice and green so far!!
Looking very much forward to seeing how the rest of the week plays out for us!! I have a feeling it's going to be nice and green.
Merger alert VRAZ .91 --> PR and chart-->
Veraz Networks Files Definitive Proxy Statement Related to Proposed Merger with Dialogic
SAN JOSE, Calif.--(BUSINESS WIRE)--Veraz Networks, Inc. (NASDAQ:VRAZ - News) a leading provider of bandwidth optimization and next generation switching products, announced today that it filed with the Securities and Exchange Commission a definitive proxy statement (Form DEF 14A) relating to the proposed merger with privately held Dialogic Corporation, a leading worldwide provider of technologies that enable its customers and partners to deliver innovative mobile, video, IP and TDM solutions for network service providers and enterprise communication networks.
Under the terms of the proposed transaction, unanimously approved by each company’s Board of Directors, and subject to approval by Veraz and Dialogic shareholders, Veraz will issue shares of its common stock to each Dialogic shareholder so that following the closing of the transaction, Dialogic shareholders will own approximately 70% and Veraz shareholders will own approximately 30% of the merged company.
As stated in the definitive proxy statement, the merged company, which will be named Dialogic, Inc, will be led by Nick Jensen as Chairman of the Board and Chief Executive Officer (current Chairman of the Board, President and Chief Executive Officer of Dialogic), and Doug Sabella as President and Chief Operating Officer (current President and Chief Executive Officer of Veraz). On a pro forma basis for the year ended December 31, 2009, total revenues were $251.4 million for the merged company.
“This filing is another important step towards the completion of the merger and the creation of a formidable competitor in our market segments,” said Sabella.
“We are pleased to have the opportunity to provide detailed information about Dialogic, the transaction to merge the two companies, and other important information which will be essential to Veraz shareholders as they consider the proposals outlined in the definitive proxy statement,” said Jensen.
The company has scheduled a special meeting of Veraz shareholders on Thursday, September 30, 2010 at 9:00am at Veraz Networks, 925 Rock Avenue, San Jose, CA 95131.
For further information regarding the arrangement to merge the two companies and other important information, interested parties should refer to the DEF 14A filed by Veraz on August 5, 2010. The transaction is expected to close in the second half of 2010, subject to obtaining all requisite approvals, shareholder approvals, and customary closing conditions.
http://stockcharts.com/h-sc/ui?s=VRAZ
Nice pick playa!
Nice slow and steady climb looking like it could take place.
Merger alert VRAZ .91 --> PR and chart-->
Veraz Networks Files Definitive Proxy Statement Related to Proposed Merger with Dialogic
SAN JOSE, Calif.--(BUSINESS WIRE)--Veraz Networks, Inc. (NASDAQ:VRAZ - News) a leading provider of bandwidth optimization and next generation switching products, announced today that it filed with the Securities and Exchange Commission a definitive proxy statement (Form DEF 14A) relating to the proposed merger with privately held Dialogic Corporation, a leading worldwide provider of technologies that enable its customers and partners to deliver innovative mobile, video, IP and TDM solutions for network service providers and enterprise communication networks.
Under the terms of the proposed transaction, unanimously approved by each company’s Board of Directors, and subject to approval by Veraz and Dialogic shareholders, Veraz will issue shares of its common stock to each Dialogic shareholder so that following the closing of the transaction, Dialogic shareholders will own approximately 70% and Veraz shareholders will own approximately 30% of the merged company.
As stated in the definitive proxy statement, the merged company, which will be named Dialogic, Inc, will be led by Nick Jensen as Chairman of the Board and Chief Executive Officer (current Chairman of the Board, President and Chief Executive Officer of Dialogic), and Doug Sabella as President and Chief Operating Officer (current President and Chief Executive Officer of Veraz). On a pro forma basis for the year ended December 31, 2009, total revenues were $251.4 million for the merged company.
“This filing is another important step towards the completion of the merger and the creation of a formidable competitor in our market segments,” said Sabella.
“We are pleased to have the opportunity to provide detailed information about Dialogic, the transaction to merge the two companies, and other important information which will be essential to Veraz shareholders as they consider the proposals outlined in the definitive proxy statement,” said Jensen.
The company has scheduled a special meeting of Veraz shareholders on Thursday, September 30, 2010 at 9:00am at Veraz Networks, 925 Rock Avenue, San Jose, CA 95131.
For further information regarding the arrangement to merge the two companies and other important information, interested parties should refer to the DEF 14A filed by Veraz on August 5, 2010. The transaction is expected to close in the second half of 2010, subject to obtaining all requisite approvals, shareholder approvals, and customary closing conditions.
http://stockcharts.com/h-sc/ui?s=VRAZ
Im here to make money and also hopefully see a pink sheet company take off for a change. I see a great product and potential here and thats why i own shares. Just going over all the happy customers on youtube is enough proof IMO.
XTXI looks good IMO. shes got a little life left in her before we see some consolidation. Nice chart!
Veraz Networks Files Definitive Proxy Statement Related to Proposed Merger with Dialogic
SAN JOSE, Calif.--(BUSINESS WIRE)--Veraz Networks, Inc. (NASDAQ:VRAZ - News) a leading provider of bandwidth optimization and next generation switching products, announced today that it filed with the Securities and Exchange Commission a definitive proxy statement (Form DEF 14A) relating to the proposed merger with privately held Dialogic Corporation, a leading worldwide provider of technologies that enable its customers and partners to deliver innovative mobile, video, IP and TDM solutions for network service providers and enterprise communication networks.
Under the terms of the proposed transaction, unanimously approved by each company’s Board of Directors, and subject to approval by Veraz and Dialogic shareholders, Veraz will issue shares of its common stock to each Dialogic shareholder so that following the closing of the transaction, Dialogic shareholders will own approximately 70% and Veraz shareholders will own approximately 30% of the merged company.
As stated in the definitive proxy statement, the merged company, which will be named Dialogic, Inc, will be led by Nick Jensen as Chairman of the Board and Chief Executive Officer (current Chairman of the Board, President and Chief Executive Officer of Dialogic), and Doug Sabella as President and Chief Operating Officer (current President and Chief Executive Officer of Veraz). On a pro forma basis for the year ended December 31, 2009, total revenues were $251.4 million for the merged company.
“This filing is another important step towards the completion of the merger and the creation of a formidable competitor in our market segments,” said Sabella.
“We are pleased to have the opportunity to provide detailed information about Dialogic, the transaction to merge the two companies, and other important information which will be essential to Veraz shareholders as they consider the proposals outlined in the definitive proxy statement,” said Jensen.
The company has scheduled a special meeting of Veraz shareholders on Thursday, September 30, 2010 at 9:00am at Veraz Networks, 925 Rock Avenue, San Jose, CA 95131.
For further information regarding the arrangement to merge the two companies and other important information, interested parties should refer to the DEF 14A filed by Veraz on August 5, 2010. The transaction is expected to close in the second half of 2010, subject to obtaining all requisite approvals, shareholder approvals, and customary closing conditions.
As stated in the definitive proxy statement, the merged company, which will be named Dialogic, Inc, will be led by Nick Jensen as Chairman of the Board and Chief Executive Officer (current Chairman of the Board, President and Chief Executive Officer of Dialogic), and Doug Sabella as President and Chief Operating Officer (current President and Chief Executive Officer of Veraz). On a pro forma basis for the year ended December 31, 2009, total revenues were $251.4 million for the merged company.
Nice close and news on VRAZ today! Into that dollar we goooooooooooo.
Great volume today bud! was nice to see that spike into that dollar range.
TRADE ALERT!! MERGER ON VRAZ IS TAKING PLACE!!! news out today!!
I agree! this week we climb hard IMO.
I noticed that! ive been in a couple meetings today but have been watching from my phone..
VRAZ news out today!! weeeeeeeeeeeeeeeeeeeeeeee merger news!!!
ALERT NEWS-OUT Veraz Networks, Inc. Announces Receipt of Sufficient Preliminary Proxies to Approve Dialogic Merger
Sep 13, 2010 7:00:00 AM
Copyright Business Wire 2010
SAN JOSE, Calif.--(BUSINESS WIRE)-- Veraz Networks, Inc. (NASDAQ: VRAZ) a leading provider of Multimedia Generation Network (MGN) application, control, and bandwidth optimization products, announced today, that based upon the receipt of preliminary proxies, Veraz believes that it has sufficient votes to approve its proposed merger with Dialogic Corporation.
“We are pleased to have enough preliminary proxy votes in favor of the merger from our largest shareholders,” said Douglas A. Sabella, CEO and President of Veraz. “The voting agreements and proxies provided by ECI Telecom, Argonaut Holdings, Norwest Venture Partners, Prescott Group, Star Bay Partnerships controlled by Levensohn Venture Partners and members of the Board of Directors and the management team, represent approximately 60% of the outstanding shares of Veraz common stock and all votes were unanimously in favor of the merger with Dialogic. In addition to the approval of the Dialogic merger, we are also pleased that all proxies from shareholders listed above were unanimously voted in favor of all of the other proposals to be voted upon at the September 30, 2010 special meeting of shareholders, including changing Veraz’s name to Dialogic, Inc. and effecting a 5:1 reverse split of the Company’s common stock. At this point, the Company expects the Dialogic merger will close in early October following the special meeting of shareholders.”
The receipt of preliminary proxies is not an official vote. Accordingly, shareholders are encouraged to vote prior to or at the Special Meeting of Shareholders of the Company to be held on Thursday, September 30, 2010 at 9:00 a.m., Pacific Time at the Company’s corporate office located at 926 Rock Avenue, San Jose, California 95131, at which time the Company expects to finalize shareholder approval of the proposals.
About Veraz Networks
Veraz Networks is the leading provider of application, control, and bandwidth optimization products that enable the evolution to the Multimedia Generation Network (MGN). Service providers worldwide use the Veraz MGN portfolio to extend their current application suite and rapidly add customized multimedia services that drive revenue and ensure customer retention. The Veraz MGN separates the control, media, and application layers while unifying management of the network, thereby increasing service provider operating efficiency. Wireline and wireless service providers in over 80 countries have deployed products from the Veraz MGN portfolio, which includes the ControlSwitch(TM), Network-adaptive Border Controller, I-Gate 4000 Media Gateways, the VerazView Management System, and a set of prepackaged applications. For more information regarding the Company, please visitwww.veraznetworks.com.
About Dialogic
Dialogic Corporation is a leading provider of world-class, innovative technologies based on open standards that enable innovative mobile, video, IP, and TDM solutions for Network Service Providers and Enterprise Communication Networks. Dialogic’s customers and partners rely on its leading-edge, flexible components to rapidly deploy value-added solutions around the world. Information about Dialogic is available at http://www.dialogic.com/. Dialogic is a registered trademark of Dialogic Corporation.
Additional Information about the Proposed Merger and Where You Can Find It
Veraz filed a definitive proxy statement with the Securities and Exchange Commission (SEC) on August 5, 2010 in connection with a special meeting of stockholders of Veraz to be held on September 30, 2010 for the purpose of voting on the following proposals: the adoption of the Acquisition Agreement, dated as of May 12, 2010, by and between Veraz and Dialogic; an amendment to Veraz’s certificate of incorporation to effect a reverse stock split of the issued and outstanding shares of Veraz’s common stock, to be effective upon the consummation of the Arrangement or such other time as determined by Veraz’s board of directors; an amendment to Veraz’s certificate of incorporation to change the name of Veraz from “Veraz Networks, Inc.” to “Dialogic Inc.,” to be effective upon the consummation of the Arrangement; and the adjournment of the special meeting, if necessary, to solicit additional proxies if there are not sufficient votes at the time of the meeting in favor of the other proposals. BEFORE MAKING ANY VOTING DECISION WITH RESPECT TO THE PROPOSED TRANSACTION, SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT AND OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement and other relevant materials, and any other documents filed by Veraz with the SEC, may be obtained free of charge at the SEC’s website at www.sec.gov. In addition, stockholders of Veraz may obtain free copies of the documents filed with the SEC by contacting Veraz’s Investor Relations department at (408) 750-9400 begin_of_the_skype_highlighting (408) 750-9400 end_of_the_skype_highlighting or Investor Relations, Veraz Networks, Inc., 926 Rock Avenue, Suite 20, San Jose, California 95131. You may also read and copy any reports, statements and other information filed by Veraz with the SEC at the SEC public reference room at 100 F Street, NE, Room 1580, Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC’s website for further information on its public reference room.
Veraz and its executive officers and directors may be deemed to be participants in the solicitation of proxies from the stockholders of Veraz in favor of the proposed transaction. A list of the names of Veraz’s executive officers and directors, and a description of their respective interests in Veraz, are set forth in the definitive proxy statement for Veraz’s Special Meeting of Stockholders, which was filed with the SEC on August 5, 2010, and in any documents subsequently filed by its directors and executive officers under the Securities and Exchange Act of 1934, as amended.
This press release may contain forward-looking statements regarding future events that involve risks and uncertainties. Readers are cautioned that these forward-looking statements are only predictions and may differ materially from actual future events or results. These forward-looking statements involve risks and uncertainties, as well as assumptions that if they do not fully materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include but are not limited to, statements regarding the approval of proposals concerning the merger with Dialogic and other matters to be voted upon by the shareholders of Veraz at the September 30, 2010 meeting and other risks and uncertainties described more fully in our documents filed with or furnished to the SEC. More information about these and other risks that may impact Veraz’ business is set forth in the “Risk Factors” section in our Annual Report on Form 10-K for the year ended December 31, 2009 and our Quarterly report on Form 10-Q for the quarter ended June 30, 2010, each as filed with the SEC. These filings are available on a website maintained by the SEC http://www.sec.gov/. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we assume no obligation to update these forward-looking statements.
Nice PR today!! im going to make sure it gets spread around.
As am i! I believe we will see it.