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| [January 29, 2013] |
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Verint to Ring the NASDAQ Stock Market Opening Bell on February 5, 2013
MELVILLE, N.Y. --(Business Wire)--
Verint (News - Alert)® Systems Inc. (NASDAQ: VRNT), a
global leader in Actionable
Intelligence® solutions and value-added services, today
announced that it is scheduled to ring the NASDAQ Stock Market opening
bell at 9:30 am EST on February 5, 2013 to celebrate its previously
announced definitive agreement to acquire Comverse (News - Alert) Technology, Inc.
Verint's stockholder meeting to approve the transaction is scheduled for
February 4, 2013.
"We look forward to completing the acquisition of the Comverse holding
company and becoming a non-controlled and independent public company.
Clarifying our ownership structure is a significant positive for Verint
as we continue to focus on increasing shareholder value," said Dan
Bodner, CEO and President.
About Verint Systems Inc.
Verint® (NASDAQ: VRNT) is the global leader in Actionable
Intelligence® solutions and value-added services. Its
extensive portfolio of Enterprise Intelligence Solutions™ and Security
Intelligence Solutions™ helps worldwide organizations capture and
analyze complex, underused information sources-such as voice, video and
unstructured text-to enable more timely, effective decisions. More than
10,000 organizations in 150 countries, including over 85 percent of the
Fortune 100, use Verint solutions to improve enterprise performance and
make the world a safer place. Headquartered in New York and a member of
the Russell 3000 Index, Verint has offices worldwide and an extensive
global partner network. Learn more at www.verint.com.
Cautions About Forward-Looking Statements
This press release contains forward-looking statements, including
statements regarding expectations, predictions, views, opportunities,
plans, strategies, beliefs, and statements of similar effect relating to
Verint Systems Inc. These forward-looking statements are not guarantees
of future performance and they are based on management's expectations
that involve a number of risks and uncertainties, any of which could
cause actual results to differ materially from those expressed in or
implied by the forwrd-looking statements. Some of the factors that
could cause actual future results or conditions to differ materially
from current expectations include: risks associated with the planned
merger (the "Merger") with our controlling stockholder, CTI (News - Alert), pursuant to
the terms and conditions of the Agreement and Plan of Merger we executed
on August 12, 2012, including risks associated with our and CTI's
ability to satisfy the conditions and terms of the Merger, and to
execute the Merger in the estimated timeframe, or at all, and the
issuance of shares of our common stock in connection with the Merger;
uncertainties regarding the expected benefits of the Merger; risks
arising as a result of unknown or unexpected CTI obligations or
liabilities assumed upon completion of the Merger, or as a result of
parties obligated to provide us with indemnification being unwilling or
unable to stand behind such obligations; risks associated with any
litigation against us or our directors or officers that we may face, or
any litigation against counterparties that we may inherit, in connection
with the Merger; risks associated with CTI's current ability to control
our board of directors and the outcome of matters submitted for
stockholder action; and risks associated with being a consolidated
subsidiary of CTI and formerly part of CTI's consolidated tax group. We
assume no obligation to revise or update any forward-looking statement,
except as otherwise required by law. For a detailed discussion of these
risk factors, see our Annual Report on Form 10-K for the fiscal year
ended January 31, 2012, our Quarterly Report on Form 10-Q for the
quarter ended October 31, 2012, and other filings we make with the SEC (News - Alert).
VERINT, ACTIONABLE INTELLIGENCE, INTELLIGENCE IN ACTION, IMPACT 360,
WITNESS, VERINT VERIFIED, VOVICI, GMT, AUDIOLOG, ENTERPRISE INTELLIGENCE
SOLUTIONS, SECURITY INTELLIGENCE SOLUTIONS, VOICE OF THE CUSTOMER
ANALYTICS, NEXTIVA, EDGEVR, RELIANT, VANTAGE, STAR (News - Alert)-GATE, ENGAGE,
CYBERVISION, FOCALINFO, SUNTECH, and VIGIA are trademarks or registered
trademarks of Verint Systems Inc. or its subsidiaries. Other trademarks
mentioned are the property of their respective owners.
Additional Information
This press release does not constitute an offer of any securities for
sale. In connection with the merger, Verint and CTI have filed with the
Securities and Exchange Commission a registration statement on Form S-4
(Registration No. 333-184628), which was declared effective on January
4, 2013, and a joint proxy statement/prospectus, dated January 4, 2013,
regarding the proposed transaction. Investors and security holders are
urged to read the joint proxy statement/prospectus and any other
relevant documents filed by Verint and/or CTI with the Securities
Exchange Commission because they contain important information about
Verint and CTI and the proposed transaction. Investors and security
holders may obtain free copies of the registration statement, joint
proxy statement/prospectus and other documents filed by Verint and CTI
with the Securities and Exchange Commission at www.sec.gov
or www.verint.com
or www.cmvt.com.
Investors and security holders are urged to read the registration
statement, joint proxy statement/prospectus and other relevant material
before making any voting or investment decisions with respect to the
Merger.
This press release is not a solicitation of a proxy from any security
holder of Verint or CTI and shall not constitute an offer to sell or a
solicitation of an offer to buy securities, nor shall there be any sale
of securities in any jurisdiction in which such solicitation or sale
would be unlawful prior to the registration or qualification under the
securities laws of such jurisdiction. No offer of securities shall be
made except by means of a prospectus meeting the requirements of
Section 10 of the Securities Act of 1933. However, Verint, CTI and
certain of their respective directors and executive officers may be
deemed to be participants in the solicitation of proxies from
stockholders in connection with the proposed transaction under the
rules of the Securities and Exchange Commission. Information about the
directors and executive officers of Verint may be found in its Annual
Report on Form 10-K for the year ended January 31, 2012 and in its
definitive proxy statement relating to its 2012 Annual Meeting of
Stockholders filed with the Securities and Exchange Commission on
May 14, 2012. Information about the directors and executive officers of
CTI may be found in its Annual Report on Form 10-K for the year ended
January 31, 2012 and in its definitive proxy statement on Schedule 14A
filed with the SEC on September 6, 2012 and the preliminary information
statement attached thereto.

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