Largest Ceragon Networks Shareholder Sends Letter to Board of Directors

Rhea-AI Summary

Joseph D. Samberg, the largest shareholder of Ceragon Networks (NASDAQ: CRNT), has expressed support for the company and its management while rejecting the recent acquisition offer from Aviat Networks (NASDAQ: AVNW). Samberg, owning nearly 10% of Ceragon's stock, believes the acquisition undervalues the company. He also plans to vote in favor of current directors at the upcoming shareholder meeting. Samberg cites confidence in CEO Doron Arazi and a positive outlook for Ceragon's growth driven by improved supply chains and technological advancement.

Positive

• Support from the largest shareholder reinforces management's credibility.
• Confidence in CEO Doron Arazi's strategy and the company's future growth prospects.
• Healthy order pipeline expected to contribute to revenue growth.

Negative

• The acquisition offer from Aviat Networks is considered undervalued by shareholders.

Affirms Support for the Company, Management and Board

Believes Current Acquisition Offer Undervalues Company

NEW YORK--(BUSINESS WIRE)-- Joseph D. Samberg, who manages funds for his own account through his affiliates and is the largest shareholder of Ceragon Networks, Inc. (“Ceragon” or the “Company”) (NASDAQ: CRNT), owning almost 10% of the outstanding common stock of the Company, today sent a letter to Ceragon’s Board of Directors.

In the letter, which is reprinted below, Mr. Samberg expressed his support for Ceragon and its management and his view that the acquisition price offered by Aviat Networks, Inc. (NASDAQ: AVNW) in its recent acquisition proposal is well below what he believes to be a fair price for Ceragon’s shareholders. In addition, Mr. Samberg conveyed his current intention to vote in favor of the Company’s director nominees in the next general meeting, extraordinary or otherwise.

The full text of the letter follows:

July 18, 2022

The Board of Directors
Ceragon Networks, Inc.
Block 300, Nitzba City
Rosh Ha’ayin, Israel

Dear Doron and Members of the Board:

I am writing to you as a longstanding shareholder of Ceragon Networks, Inc. (NASDAQ: CRNT) (“Ceragon” or the “Company”) and as the beneficial owner of almost 10% of Ceragon’s outstanding common stock, making me the largest shareholder of the Company. I am the Chairman, Chief Executive Officer and sole owner of JDS Capital Management, Inc., which manages money for its own account, and have been involved in the financial world for over two decades.

Over the past few months, the Company has reached out to my team and me to explain its revised strategy and prospects, and mostly these conversations have been with the CEO, Doron Arazi. These conversations were constructive and, we believe, honest and forthright. In the past year since Doron was appointed CEO, we believe he has positioned the Company well for future growth as evidenced by, among other things, the healthy order pipeline. We believe that, over the coming years, several factors should significantly improve the Company’s prospects: supply chain issues should subside, new technology offerings will increase margins, network investment in 5G will accelerate, and economies will continue to open post-COVID. We believe that, once some or all the factors come to pass, the Company’s current projects and offerings will turn into profitable revenue growth and significantly increase value for shareholders. We have confidence in Doron and his team and believe their skills and experience will be critical in creating significant value in the Company.

The purpose of this letter is to provide important context on the acquisition proposal that Aviat Networks, Inc. (NASDAQ: AVNW) (“Aviat”) has made to the Company’s shareholders. In short, while we agree a combination of the Company and Aviat could provide significant synergies under appropriate circumstances, the terms of the Aviat proposal (especially the price) are well below what we believe to be fair to Company shareholders. As such, we currently intend to: (a) continue to support the Company in its efforts to both protect and maximize value for the shareholders, (b) vote in favor of the Company’s director nominees in the next general meeting of shareholders, extraordinary or otherwise, (c) vote against Aviat’s request to remove any of Ceragon’s existing directors, and (d) reject any tender offer for our shares that is in a price vicinity currently proposed by Aviat.

We are excited about the future of the Company. Thank you for your time.

Regards,

/s/

Joseph D. Samberg

View source version on businesswire.com: https://www.businesswire.com/news/home/20220718005272/en/

Jonathan Gasthalter/Sam Fisher

Gasthalter & Co.

(212) 257-4170

Source: On behalf of Joseph D. Samberg

FAQ

What is Joseph D. Samberg's position on the acquisition offer from Aviat Networks for Ceragon?

Joseph D. Samberg believes the acquisition offer from Aviat Networks significantly undervalues Ceragon and intends to vote against it.

How much of Ceragon Networks does Joseph D. Samberg own?

Joseph D. Samberg is the largest shareholder of Ceragon Networks, owning almost 10% of its outstanding common stock.

What are the future growth prospects for Ceragon Networks according to Samberg?

Samberg outlines that improved supply chains, new technology, and increased investment in 5G could enhance Ceragon's revenue growth in the coming years.

What is the planned shareholder action by Samberg in the next meeting?

Samberg plans to vote in favor of Ceragon’s current director nominees and reject Aviat's request to remove existing directors.