Terayon Communication Systems Receives Delisting Notice from NASDAQ
03 April 2006 - 9:00PM
PR Newswire (US)
Company Expects to Begin Trading on the Pink Sheets SANTA CLARA,
Calif., April 3 /PRNewswire-FirstCall/ -- Terayon Communication
Systems, Inc. (NASDAQ:TERNE) today announced that the NASDAQ
Listing Qualifications Panel (the "Panel") has determined to
de-list Terayon's securities from The NASDAQ National Market
effective as of the opening of business on Tuesday, April 4, 2006.
As previously announced, Terayon had communicated to the Panel that
it would not be able to restate its financial statements for the
fiscal year ended December 31, 2004, the four quarters of fiscal
2004 and the first two quarters of fiscal 2005 by the March 31,
2006 deadline set by the Panel, nor would Terayon be able to file
its Quarterly Report on Form 10-Q for the quarter ended September
30, 2005, its Annual Report on Form 10-K for the fiscal year ended
December 31, 2005, or the proxy statement for the 2005 annual
shareholders' meeting by the deadline. "Terayon is committed to
regaining compliance with all SEC reporting requirements in a
timely manner. We continue to work diligently to resolve our
accounting issues and complete and file our financial reports,"
said Jerry Chase, Terayon's CEO. "Other than our ongoing operating
leases, we are debt-free with sufficient cash, and our management
team remains focused on the business, managing daily operations,
executing against our plans and delivering to our customers'
requirements." Terayon expects that quotations for its common stock
will appear in the Pink Sheets, and effective with the move to the
Pink Sheets, Terayon expects that its trading symbol will be
TERN.PK. Terayon intends to appeal the Panel's decision to the
NASDAQ Listing and Hearing Review Council (the "Review Council");
however, this appeal will not stay the ruling of the Panel. There
can be no assurances that the Review Council will grant Terayon's
appeal. About Terayon Terayon Communication Systems, Inc. provides
real-time digital video networking applications to cable, satellite
and telecommunication service providers worldwide, which have
deployed more than 6,000 of Terayon's digital video systems to
localize services and advertising on-demand and brand their
programming, insert millions of digital ads, offer HDTV and other
digital video services. Terayon maintains its headquarters in Santa
Clara, California; has sales and support offices worldwide and is
on the web at http://www.terayon.com/. About Pink Sheets LLC Pink
Sheets provides broker-dealers, issuers and investors with
electronic and print products and information services designed to
improve the transparency of the Over-the-Counter (OTC) markets. The
products are designed to increase the efficiency of OTC markets,
leading to greater liquidity and investor interest in OTC
securities. Pink Sheets centralized information network is a source
of competitive market maker quotations, historical prices and
corporate information about OTC issues and issuers. Pink Sheets is
neither an SEC-Registered Stock Exchange nor a NASD Broker/Dealer.
Investors must contact a NASD Broker/Dealer to trade in a security
quoted on the Pink Sheets. Pink Sheets LLC is a privately owned
company headquartered in New York City. More information is
available at http://www.pinksheets.com/ . MEANINGFUL CAUTIONARY
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS Except for
historical information contained in this press release, the matters
discussed in this news release are forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934, as amended.
These forward-looking statements are subject to a number of risks
and uncertainties that may cause actual results to differ
materially from those contained in the forward- looking
information, and are based on current expectations, estimates,
forecasts and projections of future Company or industry performance
based on management's judgment, beliefs, current trends and market
conditions. Such forward-looking statements include, but are not
limited to, statements relating to Terayon's financial condition,
cash balances and liquidity, Terayon's ability to complete the
restatement and regain compliance with SEC reporting and NASDAQ
listing requirements, any submission of a notice of appeal to the
NASDAQ Listing and Hearing Review Council (the "Review Council")
and the success of any such appeal; any potential re-listing of the
Company's securities on The NASDAQ National Market, and the trading
of Terayon's common stock on the Pink Sheets. There can be no
assurance as to when Terayon's subsequent processes, such as the
restatement of its annual and quarterly financial results, the
audit and review, as applicable, of its annual and quarterly
financial statements, the filing of its Forms 10-K and 10-Q and
compliance with SEC reporting and NASDAQ listing requirements, will
be completed, that the Review Council will grant the Company's
appeal, that the circumstance of the restatement will not result in
a finding of a material weakness in the Company's internal control
over financial reporting, that other accounting errors or control
deficiencies which individually or in the aggregate constitute a
material weakness will not be identified during the preparation and
audit of the consolidated financial statements, that adjustments
for other periods will not be required, the need for and effective
implementation of any related corrective actions, and the ability
of our independent auditors to complete the restatements. In
addition, our financial results, liquidity and stock price may
suffer as a result of the previously announced restatement, the
de-listing of our common stock by NASDAQ, any subsequent action by
NASDAQ and the trading of Terayon's common stock on the Pink
Sheets, the extent to which market makers for our stock exist and
quote our stock on the Pink Sheets, the cost of completing the
restatement and, if necessary, the re-audit of the Company's
financial statements, the Company's ability to control operating
expenses and maintain adequate cash balances for operating the
business going forward, disagreement by any of the parties to the
proposed settlement of the pending class action litigation, the
ongoing SEC investigation, any adverse response of the Company's
vendors, customers, stockholders, media and others relating to the
delay or restatement of the Company's financial statements or the
de-listing of our common stock from NASDAQ, adverse changes in
economic, business, competitive, technological and regulatory
factors and trends, the review and application of the Company's
accounting processes, policies and procedures, and additional
uncertainties related to accounting. Actual outcomes and results
may differ materially from what is expressed, forecasted, or
implied in any forward-looking statement. Additional information
concerning these and other risk factors affecting Terayon's
business can be found in prior press releases as well as in
Terayon's public periodic filings with the Securities and Exchange
Commission, available via Terayon's web site at
http://www.terayon.com/. Terayon disclaims any intent or obligation
to update these forward-looking statements beyond the date of this
release. NOTE: Terayon and the Terayon logo are registered
trademarks of Terayon Communication Systems, Inc. All other
trademarks are property of their respective owners. DATASOURCE:
Terayon Communication Systems, Inc. CONTACT: Rebecca West of
AtomicPR, +1-415-402-0230, or , for Terayon; or Kirsten Chapman or
Moriah Shilton, , both of Lippert/Heilshorn & Associates,
+1-415-433-3777, for Terayon Web site: http://www.terayon.com/
http://www.pinksheets.com/
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