- Transaction approved by NBA shareholders on August 11,
2021
- Business combination expected to advance Airspan’s growth
strategy, including 5G revenue growth and expansion of its
innovative 5G product portfolio
- Airspan CEO Eric Stonestrom to ring The Opening Bell® this
morning to mark Airspan Networks Holdings Inc.’s trading debut
Airspan Networks Inc., which provides ground-breaking,
disruptive software and hardware for 5G network solutions, and New
Beginnings Acquisition Corp. (“NBA”) (NYSE American: NBA), a
special purpose acquisition company, or SPAC, today announced the
completion of their previously announced business combination (the
“Business Combination”). NBA shareholders approved the transaction
at a special meeting held on August 11, 2021. The combined company
has been renamed Airspan Networks Holdings Inc. (“Airspan”) and
will begin trading on the NYSE American today, under the ticker
symbol “MIMO” for Airspan common stock and “MIMO WS,” “MIMO WSA,”
“MIMO WSB” and “MIMO WSC” for Airspan’s classes of outstanding
warrants.
Airspan President and CEO Eric Stonestrom said, “This is a huge
milestone for our company, employees and customers, and a logical
next step as we execute our growth strategy. We believe we are
well-positioned for long-term, sustainable growth in 5G based on
the largest anticipated capex supercycle I have seen in my more
than 30-year career in telecommunications. We look forward to
continuing our industry leadership in both 5G and Open RAN, working
with strategic partners and customers to accelerate the adoption of
Open RAN and enhancing the ecosystem for the benefit of all.”
“Airspan’s leadership position in 5G and Open RAN and innovative
5G software and hardware portfolio provide significant potential
for customer, revenue and market share growth. I look forward to
continuing to work with Eric and the Airspan leadership team as
they execute on their vision and growth strategy,” said Michael
Liebowitz, CEO and Director of New Beginnings Acquisition Corp.
Immediately prior to the closing of the Business Combination,
NBA closed the previously announced offering of 7,500,000 shares of
NBA common stock at a price of $10.00 per share (the “PIPE”).
In addition, immediately prior to the closing of the Business
Combination, NBA issued $50.0 million aggregate principal amount of
senior secured convertible notes in a private placement to certain
funds affiliated with Fortress Investment Group, on terms
previously disclosed, primarily in order to meet the minimum cash
requirements provided in the business combination agreement.
Airspan Networks Inc. common stock was previously traded on OTC
Markets - Pink under the symbol “AIRO.” The AIRO symbol was removed
from OTC Markets – Pink effective August 13, 2021.
Transaction Expected to Accelerate 5G Revenue Growth, Expand
5G Product Portfolio
The Business Combination is expected to accelerate Airspan’s 5G
revenue growth, to expand its product portfolio, and provide
working capital to fund increasing demand for 5G, Open RAN, private
networks, citizens broadband radio service (“CBRS”) and fixed
wireless access (“FWA”) solutions.
NBA CEO Michael Liebowitz will continue on the Board of
Directors of Airspan Networks Holdings Inc. Additional information
about the completed Business Combination will be provided in a
Current Report on Form 8-K to be filed by Airspan with the
Securities and Exchange Commission and available at
www.sec.gov.
Advisors
J.P. Morgan Securities LLC served as exclusive financial advisor
to Airspan Networks Inc. and Dorsey & Whitney LLP served as
Airspan Networks Inc.’s legal counsel. J.P. Morgan Securities LLC
acted as sole placement agent to New Beginnings Acquisition Corp.
on the PIPE. Jefferies LLC acted as capital markets advisor to
Airspan Networks Inc. Ladenburg Thalmann & Co. Inc. acted as
capital markets advisor to New Beginnings Acquisition Corp. Mayer
Brown served as J.P. Morgan Securities LLC’s legal counsel.
Greenberg Traurig, P.A. served as New Beginnings Acquisition
Corp.’s legal counsel. Reed Smith LLP served as Fortress Investment
Group’s legal counsel.
About Airspan
Airspan Networks Holdings Inc. (NYSE American: MIMO) is a
U.S.-based provider of groundbreaking, disruptive software and
hardware for 5G networks, and a pioneer in end-to-end Open RAN
solutions that provide interoperability with other vendors. As a
result of innovative technology and significant R&D investments
to build and expand 5G solutions, Airspan believes it is
well-positioned with 5G indoor and outdoor, Open RAN, private
networks for enterprise customers and industrial use applications,
fixed wireless access (FWA), and CBRS solutions to help mobile
network operators of all sizes deploy their networks of the future,
today. With over one million cells shipped to 1,000 customers in
more than 100 countries, Airspan has global scale. For more
information, visit www.airspan.com.
Cautionary Statement Regarding Forward-Looking
Statements
This news release contains "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of
1995. Such statements include, but are not limited to, statements
about future financial and operating results, NBA’s plans,
objectives, expectations and intentions with respect to future
operations, products and services; and other statements identified
by words such as "will likely result," "are expected to," "will
continue," "is anticipated," "estimated," "believe," "intend,"
"plan," "projection," "outlook" or words of similar meaning. These
forward-looking statements include, but are not limited to,
statements regarding the listing of Airspan securities on the NYSE
American and the timing thereof and the benefits of the business
combination, including, among other things, acceleration of
Airspan’s revenue growth and expansion of its product portfolio.
Such forward-looking statements are based upon the current beliefs
and expectations of NBA’s management and are inherently subject to
significant business, economic and competitive uncertainties and
contingencies, many of which are difficult to predict and generally
beyond NBA’s control. Actual results and the timing of events may
differ materially from the results anticipated in these
forward-looking statements.
In addition to factors previously disclosed in NBA’s reports
filed with the SEC and those identified elsewhere in this
communication, the following factors, among others, could cause
actual results and the timing of events to differ materially from
the anticipated results or other expectations expressed in the
forward-looking statements: (i) the impact of COVID-19 on Airspan’s
business; (ii) the effect of the announcement or pendency of the
transaction on Airspan’s business relationships, performance and
business generally; (iii) the ability to maintain the listing of
Airspan’s securities on the NYSE American; (iv) the price of
Airspan’s securities may be volatile due to a variety of factors,
including changes in the competitive and regulated industries in
which Airspan operates, variations in performance across
competitors, changes in laws and regulations affecting Airspan’s
business and changes in the combined capital structure; (v) the
ability to implement business plans, forecasts, and other
expectations after the completion of the Business Combination, and
identify and realize additional opportunities; (vi) the risk of
downturns and the possibility of rapid change in the highly
competitive industry in which Airspan operates; (vii) the risk that
Airspan and its current and future collaborators are unable to
successfully develop and commercialize Airspan’s products or
services, or experience significant delays in doing so; (viii) the
risk that Airspan may not achieve or sustain profitability; (ix)
the risk that Airspan will need to raise additional capital to
execute its business plan, which may not be available on acceptable
terms or at all; (x) the risk that Airspan experiences difficulties
in managing its growth and expanding operations; (xi) the risk that
third-party suppliers and manufacturers are not able to fully and
timely meet their obligations; (xii) the risk that the rollout and
utilization of 5G technology will not provide the expected
benefits; and (xiii) the risk that Airspan is unable to secure or
protect its intellectual property.
Actual results, performance or achievements may differ
materially, and potentially adversely, from any projections and
forward-looking statements and the assumptions on which those
forward-looking statements are based. There can be no assurance
that the data contained herein is reflective of future performance
to any degree. You are cautioned not to place undue reliance on
forward-looking statements as a predictor of future performance as
projected financial information and other information are based on
estimates and assumptions that are inherently subject to various
significant risks, uncertainties and other factors, many of which
are beyond Airspan’s control. All information set forth herein
speaks only as of the date hereof in the case of information about
Airspan or the date of such information in the case of information
from persons other than Airspan, and we disclaim any intention or
obligation to update any forward-looking statements as a result of
developments occurring after the date of this communication.
Forecasts and estimates regarding Airspan’s industry and end
markets are based on sources we believe to be reliable, however
there can be no assurance these forecasts and estimates will prove
accurate in whole or in part.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210816005166/en/
Investor Relations and Media Relations: Howard Waterman
hwaterman@airspan.com 917-359-5505
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