MTOH Metrocall Hldg (MM)

Metrocall and Arch Agree to Waive Appraisal Condition to Merger ALEXANDRIA, Va., Nov. 15 /PRNewswire-FirstCall/ -- Metrocall Holdings, Inc. (NASDAQ:MTOH) and Arch Wireless, Inc. (NASDAQ:AWIN) today announced that their respective boards of directors have authorized the waiver of the condition to their merger agreement that the number of shares of Metrocall common stock for which appraisal rights are asserted not exceed 8% of the fully-diluted common stock of Metrocall. Holders of approximately 8.04% of Metrocall's fully-diluted common stock have asserted their right to seek appraisal net of those that have been withdrawn. Under the merger agreement, Metrocall and Arch will merge and each company will become a subsidiary of a new company called USA Mobility, Inc. Subject to the satisfaction or waiver of the remaining closing conditions, Metrocall and Arch expect to complete the merger early this week and anticipate that trading of the common stock of USA Mobility on the Nasdaq National Market under the symbol "USMO" will commence on the first business day after the merger. About Metrocall Holdings Metrocall Holdings, Inc., headquartered in Alexandria, Virginia, is a leading provider of paging products and other wireless services to the business, government and healthcare communities. In addition to its reliable, nationwide one-way networks, Metrocall's two-way network has the largest high- powered terrestrial ReFLEX footprint in the United States with roaming partners in Canada, Mexico and the Caribbean. Metrocall Wireless is the preferred ReFLEX wireless data network provider for many of the largest telecommunication companies in the United States that source network services and resell under their own brand names. In addition to traditional numeric, one-way text and two-way paging, Metrocall also offers wireless e-mail solutions, as well as mobile voice and data services through AT&T Wireless and Nextel. Also, Metrocall offers Integrated Resource Management Systems with wireless connectivity solutions for medical, business, government and other campus environments. Metrocall focuses on the business-to-business marketplace and supports organizations of all sizes. For more information on Metrocall please visit our Web site and online store at http://www.metrocall.com/ or call 800-800-2337. About Arch Wireless Arch Wireless, Inc., headquartered in Westborough, Mass., is a leading wireless messaging and mobile information company with operations throughout the United States. It offers a full range of wireless messaging and wireless e-mail services, including mobile data solutions for the enterprise, to business and retail customers nationwide. Arch provides services to customers in all 50 states, the District of Columbia, Puerto Rico, Canada, Mexico and in the Caribbean principally through a nationwide direct sales force, as well as through indirect resellers, retailers and other strategic partners. Additional information on Arch is available on the Internet at http://www.arch.com/. Safe Harbor Statement under the Private Securities Litigation Reform Act Statements contained herein or in prior press releases which are not historical fact, such as statements regarding Arch and Metrocall's expectations for completing their pending merger, are forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties that may cause Arch and Metrocall's actual results to be materially different from the future results expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from those expectations include, but are not limited to, declining demand for their paging products and services, Arch and Metrocall's ability to continue to reduce operating expenses, Arch and Metrocall's future capital needs, competitive pricing pressures, competition from both traditional paging services and other wireless communications services, government regulation, reliance upon third party providers for certain equipment and services, as well as other risks described from time to time in Arch and Metrocall's periodic reports and registration statements filed with the Securities and Exchange Commission. Although Arch and Metrocall believe the expectations reflected in the forward-looking statements are based on reasonable assumptions, they can give no assurance that their expectations will be attained. Arch and Metrocall disclaim any intent or obligation to update any forward-looking statements. Metrocall Contact: Brett Mankey (703) 660-6677x6231 Arch Contact: Bob Lougee (508) 435-6117 DATASOURCE: Arch Wireless, Inc. CONTACT: Brett Mankey of Metrocall, +1-703-660-6677 ext. 6231; or Bob Lougee of Arch Wireless, +1-508-435-6117 Web site: http://www.arch.com/ http://www.metrocall.com/

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