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2003 Financial Press Releases
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BOGEN COMMUNICATIONS INTERNATIONAL, INC. ANNOUNCES FINAL PURCHASE OF SHARES UNDER SELF-TENDER OFFER Ramsey, New Jersey, December 19th, 2003 Bogen Communications International, Inc. (Nasdaq: BOGN) announced today the final results of its self-tender offer, which expired on Thursday, December 11th, 2003. Bogen commenced the self-tender offer on November 10, 2003 to purchase up to 2,000,000 shares of its common stock at a price of $5.00 per share, net to the seller in cash, without interest. All 1,953,022 shares that were validly tendered have been accepted for payment at $5.00 per share. As a result of the completion of the self-tender offer, Bogen currently has approximately 3,390,383 shares of common stock issued and outstanding. Payment for shares will be made through Continental Stock Transfer & Trust Company, the depository for the tender offer. Bogen will fund the purchase of these shares utilizing its available cash and approximately $7,500,000 of borrowings under its credit facility with KeyBank National Association. Bogen also announced today that, as previously disclosed, it intends to terminate the registration of its common stock under the Securities Exchange Act of 1934 within the next few weeks. Once the termination becomes effective, Bogen and its stockholders will no longer be subject to the provisions of and rules under the Securities Exchange Act of 1934 applicable to registered companies. Among the ramifications of such termination, Bogen would no longer be required to file periodic reports, such as Forms 10-K and 10-Q, with the SEC, or send annual reports to its stockholders in connection with stockholder meetings. Furthermore, once such termination is effective, Bogen common stock will cease to be eligible for quotation on the Nasdaq National Market or the OTC Bulletin Board. It is anticipated that Bogen's common stock will then be quoted only on the "pink sheets". About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey, and Germering, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen’s products are sold to commercial, industrial, professional and institutional customers worldwide. Except for historical information contained herein, the statements made in this release constitute forward-looking statements that involve certain risks and uncertainties. Many factors could cause Bogen to delay or modify its self-tender offer or the termination of the registration of its common stock, including the following: changes in its stock price, changes in its operating results, general market conditions, the availability of financing to complete the tender offer, new technological developments, competition, potential acquisitions and divestitures and tax or regulatory requirements. Certain of these risk factors and other considerations are detailed from time to time in Bogen's reports on file with the Securities and Exchange Commission, including Bogen's Form 10-K for the fiscal year ended December 31, 2002, and Form 10-Q for the quarter ended September 30, 2003. Bogen disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Contact: Bogen Communications International, Inc. BOGEN COMMUNICATIONS INTERNATIONAL, INC. ANNOUNCES PRELIMINARY RESULTS OF SELF-TENDER OFFER Ramsey, New Jersey, December 12th, 2003 Bogen Communications International, Inc. (Nasdaq: BOGN) announced today the preliminary results of its self-tender offer, which expired at 5:00 p.m., New York City time, on Thursday, December 11th, 2003. Bogen commenced the tender offer on November 10, 2003 to purchase up to 2,000,000 shares of its common stock at a price of $5.00 per share, net to the seller in cash, without interest. Based on a preliminary count by the depositary for the tender offer, Bogen expects to purchase 1,958,044 shares at $5.00 per share. The actual number of shares to be purchased is subject to final confirmation and the proper delivery of all shares tendered and not withdrawn, including shares tendered pursuant to the guaranteed delivery procedure. The actual number of shares, as well as any necessary proration factor, will be announced promptly following completion of the verification process. Payment for shares accepted and return of all shares tendered but not accepted will occur promptly after determination of the number of shares properly tendered. After completion of the tender offer, Bogen will have approximately 3,254,498 shares of common stock outstanding. About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey, and Germering, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen’s products are sold to commercial, industrial, professional and institutional customers worldwide. Except for historical information contained herein, the statements made in this release constitute forward-looking statements that involve certain risks and uncertainties. Many factors could cause Bogen to delay or modify its self-tender offer or the termination of the registration of its common stock, including the following: changes in its stock price, changes in its operating results, general market conditions, the availability of financing to complete the tender offer, new technological developments, competition, potential acquisitions and divestitures and tax or regulatory requirements. Certain of these risk factors and other considerations are detailed from time to time in Bogen's reports on file with the Securities and Exchange Commission, including Bogen's Form 10-K for the fiscal year ended December 31, 2002, and Form 10-Q for the quarter ended September 30, 2003. Bogen disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Contact: Bogen Communications International, Inc. Information Agent: McKenzie Partners, Inc. BOGEN COMMUNICATIONS INTERNATIONAL, INC. EXTENDS SELF-TENDER OFFER Ramsey, New Jersey, December 11, 2003 Bogen Communications International, Inc. (Nasdaq: BOGN) announced today that it has extended the tender offer for its common stock by extending the expiration date to 5:00 p.m., New York City time, on Thursday, December 11, 2003, unless further extended. The tender offer was previously scheduled to expire at 5:00 p.m., Wednesday, December 10, 2003. Bogen commenced the tender offer on November 10, 2003 to purchase up to 2,000,000 shares of its common stock at a price of $5.00 per share, net to the seller in cash, without interest, under the terms and conditions set forth in Bogen’s Offer to Purchase and related Letter of Transmittal. As of 5:00 p.m., New York City time on December 10, 2003, approximately 1,235,071 shares have been tendered and not withdrawn. The tender offer has been extended to coincide with the closing of the bank financing with KeyBank National Association, as well as to provide additional time for shareholders interested in tendering their shares to do so. Bogen expects to complete the purchase of tendered and accepted shares promptly after the extended expiration date, unless the tender offer is further extended. This press release is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any shares of Bogen common stock. The offer is being made solely by the Offer to Purchase and the related Letter of Transmittal. Investors are urged to read Bogen's Tender Offer Statement on Schedule TO filed with the Securities and Exchange Commission (the “SEC”) in connection with the tender offer, which includes as exhibits the Offer to Purchase and the related Letter of Transmittal, as well as any amendments or supplements to the Statement when they become available, because they contain important information. Each of these documents has been or will be filed with the SEC, and investors may obtain them for free from the SEC at the SEC's website (www.sec.gov) or from MacKenzie Partners, Inc., the information agent for the tender offer, by directing such request to: MacKenzie Partners, Inc., 105 Madison Avenue, New York, New York, 10016, telephone (212) 929-5500 or (800) 322-2885. About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey, and Germering, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen’s products are sold to commercial, industrial, professional and institutional customers worldwide. Except for historical information contained herein, the statements made in this release constitute forward-looking statements that involve certain risks and uncertainties. Many factors could cause Bogen to delay or modify its self-tender offer or the termination of the registration of its common stock, including the following: changes in its stock price, changes in its operating results, general market conditions, the availability of financing to complete the tender offer, new technological developments, competition, potential acquisitions and divestitures and tax or regulatory requirements. Certain of these risk factors and other considerations are detailed from time to time in Bogen's reports on file with the Securities and Exchange Commission, including Bogen's Form 10-K for the fiscal year ended December 31, 2002, and Form 10-Q for the quarter ended September 30, 2003. Bogen disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Contact: Bogen Communications International, Inc. Information Agent: McKenzie Partners, Inc. BOGEN COMMUNICATIONS INTERNATIONAL, INC. ANNOUNCES COMMENCEMENT OF TENDER OFFER Ramsey, New Jersey, November 10, 2003 Bogen Communications International, Inc. (Nasdaq: BOGN) announced today that it is commencing its previously announced tender offer for 2,000,000 shares of its common stock at a price per share of $5.00. If holders of more than 2,000,000 shares properly tender their shares, Bogen will purchase shares tendered by the holders on a pro rata basis. Bogen may, at its election, give preference to shares tendered by “odd lot” holders. Shareholders whose shares are purchased in the offer will be paid the purchase price net in cash, without interest, after the expiration of the offer period. The offer is not contingent upon any minimum number of shares being tendered. The offer is subject to a number of other terms and conditions specified in the offer to purchase that is being distributed to shareholders including, among other things, Bogen’s ability to obtain financing. Bogen anticipates financing the tender offer using cash on hand and an $8.5 million credit facility, with respect to which Bogen has received a commitment letter from KeyBank. The offer will expire at 5:00 p.m., New York City time, on Wednesday, December 10, 2003, unless extended by Bogen. Bogen intends to terminate the registration of its common stock under the Securities Exchange Act of 1934. Once the termination becomes effective, Bogen and its stockholders will no longer be subject to the provisions of and rules under the Securities Exchange Act of 1934 applicable to registered companies. Among the ramifications of such termination, Bogen would no longer be required to file periodic reports, such as Forms 10-K and 10-Q, with the SEC, or send annual reports to its stockholders in connection with stockholder meetings. Furthermore, once such termination is effective, Bogen common stock will cease to be eligible for quotation on the Nasdaq National Market or the OTC Bulletin Board. It is anticipated that Bogen’s common stock will then be quoted only on the “pink sheets” The board of directors determined that Bogen should terminate the registration of its common stock under the Securities Exchange Act of 1934 because it believes that the advantages of registration are outweighed by the costs and administrative burdens to the Company. In making its determination, the Board of Directors considered, among other things, the trading volume in the Company’s common stock and the costs associated with remaining an SEC reporting company. The information agent is MacKenzie Partners, Inc. None of Bogen, its board of directors, and the information agent is making any recommendation to shareholders as to whether to tender or refrain from tendering their shares in the tender offer. Shareholders must decide how many shares they will tender, if any. This press release is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any shares of Bogen common stock. The offer is being made solely by the Offer to Purchase and the related Letter of Transmittal. Investors are urged to read Bogen's Tender Offer Statement on Schedule TO filed with the Securities and Exchange Commission (the “SEC”) in connection with the tender offer, which includes as exhibits the Offer to Purchase and the related Letter of Transmittal, as well as any amendments or supplements to the Statement when they become available, because they contain important information. Each of these documents has been or will be filed with the SEC, and investors may obtain them for free from the SEC at the SEC's website (www.sec.gov) or from MacKenzie Partners, Inc., the information agent for the tender offer, by directing such request to: MacKenzie Partners, Inc., 105 Madison Avenue, New York, New York, 10016, telephone (212) 929-5500 or (800) 322-2885. About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey, and Germering, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen’s products are sold to commercial, industrial, professional and institutional customers worldwide. Except for historical information contained herein, the statements made in this release constitute forward-looking statements that involve certain risks and uncertainties. Many factors could cause Bogen to delay or modify its self-tender offer or the termination of the registration of its common stock, including the following: changes in its stock price, changes in its operating results, general market conditions, the availability of financing to complete the tender offer, new technological developments, competition, potential acquisitions and divestitures and tax or regulatory requirements. Certain of these risk factors and other considerations are detailed from time to time in Bogen's reports on file with the Securities and Exchange Commission, including Bogen's Form 10-K for the fiscal year ended December 31, 2002, and Form 10-Q for the quarter ended September 30, 2003. Bogen disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Contact: Bogen Communications International, Inc. Information Agent: McKenzie Partners, Inc. BOGEN REPORTS THIRD QUARTER AND NINE-MONTH FINANCIAL RESULTS Ramsey, NJ, November 10th, 2003 Bogen Communications International, Inc., (NASDAQ: BOGN) (“Bogen”) today announced results for the third quarter and nine months ending September 30th, 2003. Sales Third quarter net sales declined 6.6% to $14,615,000 in 2003 from $15,653,000 in 2002. Separating the results into its Domestic (U.S.) and Foreign (European) segments, Bogen reported that:
Year-to-date 2003 net sales of $40,336,000 decreased 9.8% from the same period in 2002. Domestic segment sales of $30,045,000 were down 6.1% from $32,003,000 in 2002. Foreign segment sales decreased 19.2% to $10,291,000 in 2003 versus $12,738,000 in 2002. In Euros, year-to-date sales declined 32.6% from 2002 to 2003. Gross Margin The Company’s consolidated gross margin in the third quarter of 2003 was down $1,463,000 compared to the same period in 2002. The Company’s overall gross margin as a percentage of net sales was 40.9% in the third quarter of 2003, down from 47.6% in the third quarter of 2002. The Domestic segment declined from 44.4% last year to 41.9% this year, reflecting fluctuations in product sales mix and an increase in inventory reserves related to a shift in certain production operations. The Foreign segment dropped from 54.7% last year to 37.4% this year. The decline is primarily due to the absorption of fixed costs relative to changes in sales volume, as well as fluctuations in product sales mix between CVP and UMS. UMS products generally have higher gross profit margins than CVP products. For the first nine months of 2003, consolidated gross margin as a percentage of net sales was 44.0%, down from last year’s 47.3%. U.S. year-to-date margins were 43.0%, down from last year’s 43.6%, a result of favorable changes in product line sales mix being offset by increases in inventory reserves. European margins decreased from 56.8% to 46.8%, due to changes in product line sales mix, increased depreciation on fixed assets included in cost of goods sold, and higher statutory inventory reserves. Operating Expenses Consolidated operating expenses totaled $5,972,000 for the third quarter of 2003, a 6.2% decrease from last year’s $6,364,000 in operating expenses. As a percentage of sales, operating expenses increased to 40.9% from 40.7%, primarily due to the lower absorption of fixed costs relative to the decreased sales volume being mostly offset by lower depreciation and allowances for doubtful accounts.
For the first nine months of 2003, operating expenses were $18,046,000, down slightly from $18,118,000 in the comparable period last year. U.S. segment operating expenses for the first half were $10,529,000, down 5.8% from last year’s $11,174,000. For Europe, operating expenses totaled $7,517,000, an 8.2% increase from the $6,944,000 incurred in the first nine months of 2002. In Euros, operating expenses were €6,766,000 for the first nine months of 2003, down almost 10% from the €7,495,000 in the same period in 2002. Income The Company’s consolidated net income for the third quarter of 2003 was $306,000, or $0.06 per diluted share. In the same period in 2002, the Company had net income of $665,000 or $0.10 per diluted share.
The Company’s consolidated results were net income of $42,000 for the first nine months of 2003 compared to net income of $2,008,000 for the same period in 2002. Comments by Michael P. Fleischer Bogen’s Michael P. Fleischer observed, “Bogen’s domestic operations turned in another strong performance this quarter, with every part of the business showing top line growth versus the third quarter of last year. This revenue growth, combined with continued close management of our cost structure, helped the U.S. business post a significant improvement in profits over the comparable period last year.” Comments by Jonathan Guss Bogen’s President and Chief Executive Officer, Jonathan Guss, added, “Performance during the quarter in Europe was disappointing, most critically driven by the lack of any significant orders in Speech Design’s UMS business. As discussed before, the economics of Speech Design Carrier Systems are a function of few, large orders; in quarters where no such orders are shipped, little revenue is recognized to offset the fixed costs of operating the business. At this point webelieve several large orders will be shipped by the end of December, making the UMS business significantly more profitable in the fourth quarter than in the third. The CVP business was also weak in the third quarter of this year, with continued depressed shipments of new switches reducing demand for Speech Design peripherals. In response to this economic environment, Speech Design plans to implement a restructuring before the end of the year, resulting in annualized cost reductions in excess of €500,000. “Two items cited in other news releases are worth mentioning here: effective today, Bogen is commencing the self-tender for two million shares, that was announced November 3, 2003. As with previous share repurchases by the Company, we believe this step will offer liquidity to stockholders seeking an exit at a fair price, while creating value for those stockholders who elect to retain their shares in Bogen. At the same time, Bogen announced its intention to terminate the registration of the Company’s stock under the Securities Exchange Act of 1934. This step reflects the hard fact that for many small companies, and certainly for Bogen, the advantages of such registration are now outweighed by the costs. “Finally, effective immediately Michael Fleischer will be taking a leave of absence from the Company, expected to last six to twelve months. I will assume the title of Bogen’s President until he rejoins the Company. Michael will be working for the U.S. Department of Defense. All of us here at Bogen wish Michael well on his leave, and look forward to his return.” About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey, and Germering, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen’s products are sold to commercial, industrial, professional and institutional customers worldwide. Conference Call Bogen’s management also plans to host a conference call at 12:00 P.M. Eastern Time on Monday, November 10th, 2003, to discuss third quarter results. This conference call will be distributed over www.vcall.com. Listeners may also visit the Company’s website: www.bogen.com at the Company Info section, to access the conference call. To listen to the live call, please go to either of these websites at least 15 minutes ahead of time to register, download, and install any necessary audio software. If you are unable to listen at that time, the conference call will be archived and can be accessed for approximately 30 days at the websites. Cautionary Factors that Could Affect Forward-Looking Statements Except for historical information contained herein, the statements made in this release constitute forward-looking statements that involve certain risks and uncertainties. Actual results may differ materially from these forward-looking statements. Among the factors that could cause actual results to differ materially are the following: competitive factors, including the fact that the Company's competitors are highly focused and may have greater resources and/or name recognition than the Company; continued stagnation in the U.S. and European economies; changes in technology and the Company's ability to develop or acquire new or improved products and/or modify and upgrade its existing products; changes in labor, equipment and capital costs; changes in access to suppliers and sub-contractors; currency fluctuations in the U.S. dollar and Euro; changes in United States and foreign regulations affecting the Company's business; future acquisitions or strategic partnerships; implementation or termination of strategic initiatives or transactions; availability of sufficient capital to finance potential acquisitions on terms satisfactory to the Company; general business and economic conditions; political instability in certain regions; employee turnover; issues relating to the Company's information technology infrastructure, stability, and performance; the Company’s ability to effectively implement its planned restructuring at Speech Design by the end of the year and to recognize cost savings in ensuing years thereto; the ability of the Company to recognize profits from anticipated UMS shipments in the fourth quarter; and other factors set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2002, (the “Annual Report”) and Form 10-Q for the quarter ended September 30, 2003, (the “Third Quarter Form 10-Q”) including, without limitations, under the heading entitled “Risk Factors” contained in Item 7 of the Annual Report and Item 2 of the Third Quarter Form 10-Q, potential withdrawal liability under an employee benefit plan described in Item 2 of the Third Quarter Form 10-Q, and as otherwise described from time to time in the Company's reports filed with the Securities and Exchange Commission. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which are made pursuant to the Private Litigation Reform Act of 1995 and, as such, speak only as of the date made. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Shareholders and investors should read carefully the Offer to Purchase and related materials when they are available because they contain important information. Shareholders and investors may obtain a free copy (when available) of the Offer to Purchase and other documents that will be filed by Bogen with the SEC at the SEC's web site at www.sec.gov or from the Information Agent, MacKenzie Partners, Inc. at (212) 929-5500. Shareholders are urged to carefully read these materials prior to making any decision with respect to the offer. Contact: Bogen Communications International, Inc. |
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BOGEN COMMUNICATIONS SCHEDULES EARNINGS RELEASE AND CONFERENCE CALL Ramsey, NJ, November 3rd, 2003 Bogen Communications International, Inc., (NASDAQ: BOGN) (“Bogen”) announced that it will issue its financial results for the third quarter ended September 30th, 2003 on Monday, November 10th, 2003. The results will be released before the opening of the stock market. Bogen Communications management also plans to host a conference call at 12:00 P.M. Eastern Time on November 10th to discuss third quarter results. The conference call will be posted at: www.bogen.com, Bogen’s website, at the Company Info section. This conference call will also be distributed over www.vcall.com. To listen to the live call please go to one of the websites at least 15 minutes early to register, download and install any necessary audio software. If you are unable to listen live, the conference call will be archived and can be accessed for approximately 30 days at the websites. About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey, and Germering, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen’s products are sold to commercial, industrial, professional and institutional customers worldwide. Contact Bogen Communications International, Inc. BOGEN ANNOUNCES SELF-TENDER OFFER FOR UP TO 2.0 MILLION OF ITS SHARES AT $5 PER SHARE; SUBSEQUENT DEREGISTRATION AND DELISTING EXPECTED Ramsey, NJ, November 3, 2003 Bogen Communications International, Inc. (NASDAQ: BOGN) (“Bogen”) today announced that its Board of Directors has authorized the Company to repurchase up to 2.0 million shares of its common stock in a self-tender offer at a price of $5.00 per share. The $5.00 offer price represents a premium of approximately 20% percent when compared to the October 31, 2003 closing price of $4.15 per share. The offer is expected to commence on or about November 10, 2003. Bogen also announced today that upon completion of the tender offer, it intends to terminate the registration of the Company’s common stock under the Securities Exchange Act of 1934. Once the termination becomes effective, Bogen and its stockholders will no longer be subject to the provisions of and rules under the Securities Exchange Act of 1934 applicable to registered companies. Among the ramifications of such termination, Bogen would no longer be required to file periodic reports, such as Forms 10-K and 10-Q, with the SEC, or send annual reports to its stockholders in connection with stockholder meetings. Furthermore, once such termination is effective, Bogen common stock will cease to be eligible for quotation on the Nasdaq National Market or the OTC Bulletin Board. It is anticipated that Bogen’s common stock will then be quoted only on the “pink sheets”. The Board of Directors determined that Bogen should terminate the registration of its common stock under the Securities Exchange Act of 1934 because it believes that the advantages of registration are outweighed by the costs and administrative burdens to the Company. In making its determination, the Board of Directors considered, among other things, the trading volume in the Company’s common stock and the costs associated with remaining an SEC reporting company. Under the tender offer, shareholders will have the opportunity to tender some or all of their shares at $5.00 per share. If holders of more than 2,000,000 shares properly tender their shares, the Company will purchase shares tendered by the holders on a pro rata basis, except for “odd lots” of less than 100 shares, which may be purchased on a priority basis. The Company has also retained the right to purchase an additional 2% of the shares outstanding in connection with the completion of the tender offer. Shareholders whose shares are purchased in the offer will be paid the purchase price in cash, without interest, after the expiration of the offer period. The offer will be subject to required regulatory filings, and a number of other terms and conditions specified in the offer to purchase that will be distributed to shareholders, including, among other things, the Company’s ability to obtaining financing. The Company anticipates financing the proposed tender offer using cash on hand and an $8.5 million credit facility with Key Bank, from which the Company has received a commitment letter with respect thereto. Shares not purchased will be returned to the tendering stockholder. Neither Bogen nor its Board of Directors makes any recommendation to shareholders as to whether to tender or refrain from tendering their shares in the tender offer. Shareholders must decide how many shares they will tender, if any, for purchase by the Company. This news release is neither an offer to purchase nor a solicitation of an offer to sell the common stock, which can be made only by an Offer to Purchase and the related Letter of Transmittal to be mailed to all shareholders and filed with the Securities and Exchange Commission. Shareholders and investors should read carefully the Offer to Purchase and related materials when they are available because they contain important information. Shareholders and investors may obtain a free copy (when available) of the Offer to Purchase and other documents that will be filed by Bogen with the SEC at the SEC's web site at www.sec.gov or from the Information Agent, MacKenzie Partners, Inc. (212-929-5500). Shareholders are urged to carefully read these materials prior to making any decision with respect to the offer. About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey, and Germering, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen’s products are sold to commercial, industrial, professional and institutional customers worldwide. Except for historical information contained herein, the statements made in this release constitute forward-looking statements that involve certain risks and uncertainties. Many factors could cause Bogen to delay or modify its self-tender offer or the termination of the registration of its common stock, including the following: changes in its stock price, changes in its operating results, general market conditions, the availability of financing to complete the tender offer, new technological developments, competition, potential acquisitions and divestitures and tax or regulatory requirements. Certain of these risk factors and other considerations are detailed from time to time in Bogen's reports on file with the Securities and Exchange Commission, including Bogen's Form 10-K for the fiscal year ended December 31, 2002, and Form 10-Q for the quarter ended September 30, 2003. Bogen disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Contact: Bogen Communications International, Inc. Information Agent: McKenzie Partners, Inc. BOGEN REPORTS SECOND QUARTER AND FIRST HALF FINANCIAL RESULTS Domestic Segment Profits Approach 2002 Record Highs Despite Slow Sales Ramsey, NJ, August 8th, 2003 Bogen Communications International, Inc., (NASDAQ: BOGN) (“Bogen”) today announced results for the second quarter and first half ending June 30th, 2003. Sales Second quarter net sales declined 14.2% to $14,344,000 in 2003 from $16,712,000 in 2002. Separating the results into its Domestic (U.S.) and Foreign (European) segments, Bogen reported that:
First half 2003 net sales of $25,721,000 decreased 11.6% from the same period in 2002. Domestic segment sales of $18,602,000 were down 12.2% from $21,188,000 for the same period in 2002. For the Foreign segment, sales decreased 9.9% to $7,119,000 in 2003 versus $7,900,000 in 2002. In Euros, first half sales declined 26.2% from 2002 to 2003. Gross Margin The Company’s consolidated gross margin in the second quarter of 2003 was down $1,411,000 compared to the same period in 2002. The Company’s overall gross margin as a percentage of net sales was 48.0% in the second quarter of 2003, down from 49.7% in the second quarter of 2002. The Domestic segment climbed from 44.4% last year to 45.8% this year, reflecting improvements in Pro Audio margins and fluctuations in product sales mix. The Foreign segment dropped from 61.3% last year to 53.7% this year. The decline is primarily due to the greater absorption of fixed costs relative to changes in sales volume, as well as fluctuations in product sales mix. For the first half of 2003, consolidated gross margin as a percentage of net sales was 45.7%, down from last year’s 47.2%. U.S. year-to-date margins at 43.7% were slightly higher than last year’s 43.2%. European margins decreased from 58.0% to 50.9%, due in part to increased depreciation on fixed assets included in cost of goods sold and increases in inventory reserves. Operating & Other Expenses Consolidated operating expenses totaled $5,978,000 for the second quarter of 2003, a 1.1% decrease from last year’s $6,044,000 in operating expenses. As a percentage of sales, operating expenses increased primarily due to the lower absorption of fixed costs relative to the decreased sales volume.
For the first half of 2003, operating expenses were $12,074,000, a 2.7% increase from the $11,754,000 in the comparable period last year. U.S. segment operating expenses for the first half were $6,972,000, down 4.7% from last year’s $7,316,000. For Europe, operating expenses totaled $5,102,000, a 15.0% increase from the $4,438,000 incurred in the first half of 2002. In Euros, operating expenses were €4,628,000 for the first six months of 2003, down almost 6% from the €4,917,000 in the same period in 2002. Income The Company’s consolidated net income for the second quarter of 2003 was $587,000, or $0.11 per diluted share. In the same period in 2002, the Company had net income of $1,626,000 or $0.17 per diluted share.
The Company’s consolidated results were a net loss of $264,000 for the first half of 2003 compared to net income of $1,343,000 for the same period in 2002. Comments by Jonathan Guss Bogen’s Chief Executive Officer, Jonathan Guss, stated, “Our second quarter results reflect improved revenues both in Europe and the United States, versus the first quarter of the current year. The general economic slowdown specifically attributable to the lead-in to the war in Iraq appears to be behind us. And while Speech Design continues to be afflicted by the recession in the European Telecom sector, two significant Unified Messaging orders shipped in the quarter brought Carrier Systems back into profitability. “We believe that Bogen’s balance sheet remains notably strong, and we expect the last of the borrowing we undertook as part of last year’s self-tender be repaid by the end of the third quarter.” Comments by Michael P. Fleischer “The U.S. operations have rebounded well in this quarter, achieving levels of profitability behind only the record setting second quarter we had last year,” commented Bogen President Michael P. Fleischer. “Domestic revenues have generally trended up since the February trough, and continued work on profitability and efficiency, including in our Pro Audio line, have contributed. Our excellent cost structure and continuing improvement efforts are a bulwark in tough times. It is especially encouraging that we seem to be on the verge of making up for some of the revenue shortfall of the first quarter. We hope that the Telco sales number is an early indicator for the other lines. Watching from Ramsey, the U.S. economy today appears to be speeding up.” About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey, and Germering, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen’s products are sold to commercial, industrial, professional and institutional customers worldwide. Conference Call Bogen’s management also plans to host a conference call at 12:00 P.M. Eastern Time on Friday, August 8th, 2003, to discuss second quarter results. This conference call will be distributed over www.vcall.com. Listeners may also visit the Company’s website: www.bogen.com at the Company Info section, to access the conference call. To listen to the live call, please go to either of these websites at least 15 minutes ahead of time to register, download, and install any necessary audio software. If you are unable to listen at that time, the conference call will be archived and can be accessed for approximately 30 days at the websites. Cautionary Factors that Could Affect Forward-Looking Statements Except for historical information contained herein, the statements made in this release constitute forward-looking statements that involve certain risks and uncertainties. Actual results may differ materially from these forward-looking statements. Among the factors that could cause actual results to differ materially are the following: competitive factors, including the fact that the Company's competitors are highly focused and may have greater resources and/or name recognition than the Company; continued stagnation in the U.S. and European economies; changes in technology and the Company's ability to develop or acquire new or improved products and/or modify and upgrade its existing products; changes in labor, equipment and capital costs; changes in access to suppliers and sub-contractors; currency fluctuations in the U.S. dollar and Euro; changes in United States and foreign regulations affecting the Company's business; future acquisitions or strategic partnerships; implementation or termination of strategic initiatives or transactions; availability of sufficient capital to finance potential acquisitions on terms satisfactory to the Company; general business and economic conditions; political instability in certain regions; employee turnover; issues relating to the Company's information technology infrastructure, stability, and performance; and other factors set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2002, (the “Annual Report”) and Form 10-Q for the quarter ended June 30, 2003, (the “Second Quarter Form 10-Q”) including, without limitations, under the heading entitled “Risk Factors” contained in Item 7 of the Annual Report and Item 2 of the Second Quarter Form 10-Q, potential withdrawal liability under an employee benefit plan described in Item 2 of the Second Quarter Form 10-Q, and as otherwise described from time to time in the Company's reports filed with the Securities and Exchange Commission. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which are made pursuant to the Private Litigation Reform Act of 1995 and, as such, speak only as of the date made. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Contacts: Bogen Communications International, Inc. |
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BOGEN REPORTS 2003 FIRST QUARTER RESULTS Ramsey, NJ, May 15, 2003 Bogen Communications International, Inc., (NASDAQ: BOGN) (“Bogen”) today announced results for the first quarter ended March 31, 2003. Sales First quarter net sales declined 8.1% to $11,377,000 from $12,376,000 in last year’s first quarter.
Gross Margin The Company’s overall gross margin was 42.7% in the first quarter of 2003, down from 43.9% in the first quarter of 2002.
Operating & Other Expenses Consolidated operating expenses were $6,096,000 in the first quarter of 2003, up 6.8% from the $5,710,000 for the same period last year. As a percentage of sales, operating expense increased primarily due to the lower absorption of fixed costs relative to the decreased sales volume.
Results from Operations and Earnings Before Interest, Taxes, Depreciation, and Amortization (“EBITDA”) The Company’s consolidated net loss for the first quarter of 2003 was $851,000, or $0.16 per diluted share. In the same period of 2002, the Company had a net loss of $283,000 or $0.03 per diluted share. At the end of the first quarter of 2003, the Company had 5,214,449 weighted-average diluted shares outstanding compared to 9,100,745 diluted shares in the same period in 2002. EBITDA in the first quarter of 2003 was $(716,000) compared to $175,000 in the same period last year.
Comments by Jonathan Guss Bogen’s Chief Executive Officer, Jonathan Guss, stated, “Overall our first quarter results reflect the continuing recession in Europe, especially in the Telecom sector, and the weak performance of the U.S. economy, amplified by the jitteriness of the period leading up to and including the recent Iraq war. Results in the European segment were also significantly and adversely affected by the lack of any significant orders in our UMS product line. UMS sales typically occur in large, intermittent blocks, none of which happened to fall in the first quarter of 2003. “Our balance sheet continues to be strong, in spite of the income statement results. In particular, we are pleased to note that the borrowing we undertook as part of last year’s self-tender continues its consistent decline.” Comments by Michael P. Fleischer Michael P. Fleischer, Bogen’s President, stated, “The sudden, sharp drop in sales in the first quarter justifies the caution we have shown with regard to U.S. segment costs. While there is not much good that can be said about the quarter, we believe that a company that can sustain a $1.4 million revenue decrease and still generate cash sufficient to reduce its debt, as our U.S. segment did, has an efficient cost structure and an ability to weather severe economic storms. The quarter followed an interesting pattern, with January quite slow, and February at a near standstill. March showed a marked rebound, although not quite climbing back to last year’s levels. We believe March’s improvement trend can continue into the second quarter, and, at this time, we are hopeful that the U.S. segment’s first quarter results will prove anomalous.” About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey, and Germering, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen’s products are sold to commercial, industrial, professional and institutional customers worldwide. Conference Call Bogen’s management also plans to host a conference call at 12:00 P.M. Eastern Time on Friday, August 8th, 2003, to discuss second quarter results. This conference call will be distributed over www.vcall.com. Listeners may also visit the Company’s website: www.bogen.com at the Company Info section, to access the conference call. To listen to the live call, please go to either of these websites at least 15 minutes ahead of time to register, download, and install any necessary audio software. If you are unable to listen at that time, the conference call will be archived and can be accessed for approximately 30 days at the websites. Cautionary Factors that Could Affect Forward-Looking Statements Except for historical information contained herein, the statements made in this release constitute forward-looking statements that involve certain risks and uncertainties. Actual results may differ materially from these forward-looking statements. Among the factors that could cause actual results to differ materially are the following: competitive factors, including the fact that the Company's competitors are highly focused and may have greater resources and/or name recognition than the Company; continued stagnation in the U.S. and European economies; changes in technology and the Company's ability to develop or acquire new or improved products and/or modify and upgrade its existing products; changes in labor, equipment and capital costs; changes in access to suppliers and sub-contractors; currency fluctuations in the U.S. dollar and Euro; changes in United States and foreign regulations affecting the Company's business; future acquisitions or strategic partnerships; implementation or termination of strategic initiatives or transactions; availability of sufficient capital to finance potential acquisitions on terms satisfactory to the Company; general business and economic conditions; political instability in certain regions; employee turnover; issues relating to the Company's information technology infrastructure, stability, and performance; and other factors set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2002, (the “Annual Report”) and Form 10-Q for the quarter ended June 30, 2003, (the “Second Quarter Form 10-Q”) including, without limitations, under the heading entitled “Risk Factors” contained in Item 7 of the Annual Report and Item 2 of the Second Quarter Form 10-Q, potential withdrawal liability under an employee benefit plan described in Item 2 of the Second Quarter Form 10-Q, and as otherwise described from time to time in the Company's reports filed with the Securities and Exchange Commission. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which are made pursuant to the Private Litigation Reform Act of 1995 and, as such, speak only as of the date made. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Contacts: Bogen Communications International, Inc. |
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BOGEN REPORTS 2002 FOURTH QUARTER AND FISCAL YEAR END FINANCIAL RESULTS - FULL YEAR EPS REACHES $0.26; EBITDA TOPS $5 MILLION / UNIFIED MESSAGING REVENUES GROW ALMOST 50% DURING YEAR Ramsey, NJ, March 6, 2003 Bogen Communications International, Inc., (NASDAQ: BOGN) (“Bogen”) today announced results for the fourth quarter and year ended December 31, 2002. Sales Fourth quarter net sales climbed 16.6% to $14,336,000 from $12,292,000 in last year’s fourth quarter. For all of 2002, net sales rose 3.4% to $59,077,000 from $57,143,000 in 2001. Separating its U.S. and European results, Bogen reported that:
Gross Margin The Company’s overall gross margin was 45.3% in the fourth quarter of 2002, up from 45.0% in the fourth quarter of 2001. For all of 2002, the gross margin was 46.9% versus 47.2% in 2001. The variations primarily reflect changes in sales mix within each of the Company’s segments.
Operating & Other Expenses Consolidated operating expenses totaled $6,467,000 for the fourth quarter of 2002 against $7,238,000 for the final quarter of 2001. This decrease was largely due to a non-cash charge of $1,409,000 taken in the Company’s U.S. segment during the fourth quarter of 2001, reflecting the impairment of goodwill associated with certain Pro Audio acquired assets. Also, during the fourth quarter of 2001, the European segment incurred restructuring charges of $305,000, primarily associated with the Voicemail line of business. Fourth quarter 2001 operating expenses also included goodwill amortization expense of $235,000. The overall decrease from fourth quarter 2001 to fourth quarter 2002 was offset by increases in operating expenses for both the U.S. and European segments. U.S. General and Administrative expenses increased primarily due to restricted stock compensation and higher selling expenses related to the growth in revenues quarter over quarter. The European segment results reflect the effect of foreign currency exchange rate fluctuations, which increased overall operating expenses in U.S. dollars, and increased General and Administrative expenses. For 2002, total consolidated operating expenses were $24,585,000, down from $28,386,000 in 2001. Of the $3,801,000 decrease, $3,407,000 was driven by charges in 2001 for goodwill impairment and restructuring, $581,000 of write-offs of primarily legal costs previously incurred in connection with the Company’s exploration of alternatives for enhancing shareholder value, which included a possible separation of the U.S. and European segments, and for goodwill amortization. U.S. segment operating expenses for the fourth quarter of 2002 totaled $3,711,000, or 37.8% of U.S. sales. Fourth quarter 2001 operating expenses of $4,685,000, which included the goodwill impairment charge of $1,409,000 and goodwill amortization, were 51.3% of U.S. sales. For all of 2002, U.S. operating expenses were $14,885,000, or 35.6% of sales, decreasing from $17,426,000, or 43.3%, for 2001. The 2001 figure includes $2,778,000 of goodwill impairment charges, costs of strategic alternatives, and goodwill amortization. In the European segment, fourth quarter 2002 operating expenses were $2,757,000, or 60.8% of sales in 2002, versus $2,553,000, or 80.9% of sales in 2001. The fourth quarter of 2001 included $305,000 of restructuring charges, primarily in the segment’s Voicemail business line, and goodwill amortization. Full year 2002 operating expenses were $9,701,000, or 56.2% of sales, versus $10,960,000, or 64.7% of sales, in 2001. The 2001 annual operating costs included restructuring charges of $481,000 and goodwill amortization. The decrease as a percentage of sales reflects the revenue increases in the fourth quarter and the year. Income and Earnings Before Interest, Taxes, Depreciation, and Amortization (“EBITDA”) (Certain of the following income and earnings information is presented before interest, taxes, depreciation, and amortization.) The Company’s consolidated net loss for the fourth quarter of 2002 was $9,000, or $0.00 cents per diluted share. In the same period of 2001, the Company had a net loss of $956,000 or $0.10 per diluted share. EBITDA for the fourth quarter of 2002 was $507,000 versus $(1,024,000) for the same period of 2001. For the full year 2002, the Company had net income of $1,999,000, or $0.26 cents per diluted share. In 2001, the Company had a net loss of $728,000, or $0.07 per diluted share. EBITDA was $5,157,000 in 2002 versus 2001’s $ 1,419,000. The U.S. segment had operating income of $169,000 for the fourth quarter of 2002 compared to a loss of $734,000 for the fourth quarter of 2001. For all of 2002, the segment had operating income of $2,947,000 versus $104,000 in 2001. The 2001 results include the non-cash goodwill impairment charge of $1,409,000, taken in the fourth quarter, $581,000 in charges related to the investigation of our strategic alternatives, taken principally in the third quarter, and $788,000 of goodwill amortization. The European segment had an operating loss of $138,000 in the fourth quarter of 2002 versus an operating loss of $976,000 in the fourth quarter of 2001. For 2002, the segment recorded an operating profit of $148,000 versus an operating loss of $1,526,000 in 2001. The 2001 results include $481,000 of restructuring charges, of which $305,000 was taken in the fourth quarter, and $148,000 of goodwill amortization. Comments by Jonathan Guss Bogen’s Chief Executive Officer, Jonathan Guss, stated, “2002 proved to be a pivotal year for Bogen. Despite the general recession, sales increased over 2001, while costs were kept under tight control. As a result, profits recovered sharply, and significant cash was generated by the business. Two accomplishments to note outside of normal operations include: 1) Buying back approximately 4.2 million shares of stock during the third quarter, through a self-tender and a negotiated purchase of two large shareholder blocks. A substantial portion of the cash borrowed to facilitate the tender offer has already been repaid. 2) Reducing working capital requirements, especially another large reduction in inventory. “While demand for our U.S.-based products has been on the road to recovery, our voicemail business at Speech Design continues to suffer from the malaise affecting the European telecommunications sector. At this point we cannot estimate when the European demand for telephone switches and associated peripherals such as voicemail, will recover. “Even with the current weakness of wireless and fixed line carriers, we again managed to grow significantly our Unified Messaging sales, both by deepening our key partnership with Deutsche Telekom and by developing new carrier relationships. We continue to believe that carrier sales of Unified Messaging products and services is one of our most exciting growth and profit opportunities, and as 2003 goes forward, we intend to remain focused on this key area.” Comments by Michael P. Fleischer Michael P. Fleischer, Bogen’s President, stated, “We are obviously gratified by the strength of the U.S. results over the course of 2002. In particular, we note our ability so far to increase or maintain revenue levels against a general industry downward trend. We saw a new bout of weakness in demand in the fourth quarter, reflecting a more general economic hesitancy, and will watch conditions carefully, attempting to match our cost structure to the market. Bogen continues to demonstrate its ability to generate significant amounts of cash, and we will continue to operate the company toward that end.” About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey and Munich, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen’s products are sold to commercial, industrial, professional and institutional customers worldwide. Conference Call Bogen’s management also plans to host a conference call at 12 noon Eastern Time on Thursday, March 6, 2003, to discuss fourth quarter and year-end results. This conference call will be distributed over www.vcall.com. Listeners may also visit the Company’s website: www.bogen.com at the Company Info section, to access the conference call. To listen to the live call please go to one of the websites at least 15 minutes early to register, download and install any necessary audio software. If you are unable to listen live, the conference call will be archived and can be accessed for approximately 90 days at the websites. Except for historical information contained herein, the statements made in this release constitute forward-looking statements that involve certain risks and uncertainties. These statements are forward-looking in nature and involve a number of risks and uncertainties. Actual results may differ materially from these forward-looking statements. Among the factors that could cause actual results to differ materially are the following: competitive factors, including the fact that the Company's competitors are highly focused and may have greater resources and/or name recognition than the Company; changes in technology and the Company's ability to develop or acquire new or improved products and/or modify and upgrade its existing products; changes in labor, equipment and capital costs; changes in access to suppliers and sub-contractors; currency fluctuations; changes in United States and foreign regulations affecting the Company's business; future acquisitions or strategic partnerships; implementation or termination of strategic initiatives or transactions; availability of sufficient capital to finance potential acquisitions on terms satisfactory to the Company; general business and economic conditions; political instability in certain regions; employee turnover; issues relating to the Company's information technology infrastructure, stability, and performance; and other factors set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2002, when filed, including, without limitations, under the section entitled “Risk Factors” contained in Item 7 of the Annual Report, and otherwise described from time to time in the Company's reports filed with the Securities and Exchange Commission. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which are made pursuant to the Private Litigation Reform Act of 1995 and, as such, speak only as of the date made. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Contacts: Bogen Communications International, Inc. |
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FRANCE'S LEADING WIRELESS OPERATOR BUYS SMS-TO-VOICE SOLUTION FROM BOGEN'S SPEECH DESIGN UNIT AND HEWLETT-PACKARD Ramsey, N.J.--(BUSINESS WIRE) - February 13th, 2003 - Bogen Communications International, Inc. (NASDAQ:BOGN) ("Bogen") today announced that the largest French wireless operator, Orange France, has implemented a SMS-to-Voice Solution delivered by HP Consulting & Integration France jointly with Bogen's Speech Design subsidiary. SMS-to-Voice (Short Message Services) enables popular SMS messages, previously only viewable on a mobile phone's screen, to be received by traditional fixed-line telephones. A SMS sent to a fixed-line subscriber is detected within the GSM network and routed to the SMS-to-Voice ThorTM platform, which calls the destination phone number and reads the message by using TTS (Text to Speech) technology. Marc Rotthier, Hewlett-Packard General Manager EMEA Network & Service Providers Business Unit, stated "Speech Design's unique SMS-to-Voice solution increases the SMS revenue of any mobile operator by enlarging the access base to additional end users with a seamless introduction of the service in the existing infrastructure. I am happy that Orange France, one of our largest customers, took advantage of this pre-packaged solution combining different HP capabilities tailored for mobile operator benefits: solution design with our technology, pre sales consulting, integration and delivery as well as support and project management with HP's best in class partners." Jan Martens, Speech Design Carrier Systems¥ Managing Director, and Renaud Munier, Speech Design¥s VP International Sales, jointly stated, "We are very happy with both the Orange project win and our expanding relationship with HP, which led to another smooth and rapid service launch. In today's economic environment, mobile carriers seek services that combine a modest level of investment with a quick return on investment. Our ThorTM product clearly provides such an opportunity, and HP¥s global presence has proven helpful in introducing it to several major international carriers. "Once deployed, ThorTM platform can be upgraded toward Unified Messaging services and other advanced voice enabled applications with the required scalability. The French SMS-to-Voice service is our first project within the Orange SA group and we are looking forward to expanding this important relationship." About Speech Design Speech Design, based in Germany, develops, manufactures and markets telecommunications peripherals and Unified Messaging products and services. Speech Design's products are sold to corporate and carrier customers worldwide. Speech Design is a subsidiary of U.S.-based Bogen Communications International, Inc. (NASDAQ: BOGN) About Bogen Bogen Communications International, Inc., based in Ramsey, New Jersey and Munich, Germany, develops, manufactures, and markets telecommunications peripherals, sound processing equipment, and Unified Messaging products and services. Bogen's products are sold to commercial, industrial, professional and institutional sound customers worldwide. About HP HP is a leading global provider of products, technologies, solutions and services to consumers and businesses. The company's offerings span IT infrastructure, personal computing and access devices, global services and imaging and printing. HP completed its merger transaction involving Compaq Computer Corporation on May 3, 2002. More information about HP is available at http://www.hp.com. Except for historical information contained herein, the statements made in this release constitute forward-looking statements that involve certain risks and uncertainties. Many factors could have an impact on the forward-looking statements set forth above, including continued adverse general market conditions in Europe and the United States, new technological developments in the SMS marketplace, increased competition in the SMS marketplace and other factors and other considerations detailed from time to time in Bogen's reports on file at the Securities and Exchange Commission, including Bogen's Form 10-K for the fiscal year ended December 31, 2001 and 10-Q for the quarter ended September 30, 2002. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Contacts: Bogen Communications International, Inc. or Speech Design |
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