[March 29, 2005]

Airspan and ArelNet Ink Definitive Merger Agreement

BY JOHANNE TORRES

Airspan Networks, Inc. and ArelNet Ltd. announced today that the companies inked a definitive purchase agreement which will allow Boca Raton, FL-based Airspan to acquire all of the outstanding shares of ArelNet for $8.7 million.

The transaction completion awaits approval of ArelNet's shareholders, the District Court of Tel Aviv and other customary regulatory approvals. The agreement asks for Airspan to pay the purchase price of $8.7 million, comprised of $4.0 million of cash and $4.7 million of common stock of Airspan at closing.

Airspan Networks provides broadband wireless access services for both licensed and unlicensed operators worldwide. The company is a founding member of the WiMAX Forum and offers a broad portfolio of wireless access products, including its recently-announced new AS.MAX product family that is compliant with the IEEE 802.16-2004 standard (WiMAX) and upgradeable to the 802.16e version of the standard. The product portfolio also supports VoIP. The company has deployed network equipment with a capacity exceeding 1 million lines in more than 95 countries.

"We are very pleased that the companies have been able to execute the agreement that we have been working on since last December. We strongly believe that voice services will be a significant part of the overall WiMAX business case for operators and by making this acquisition we will be able to offer the strongest voice-enabled product portfolio in the industry. Our due diligence to date indicates that ArelNet's current product offerings, development roadmap and track record in innovation will strengthen our market position in this important area when we introduce AS.MAX in the second half of 2005," said Eric Stonestrom, Airspan's president and CEO about today’s announcement.

ArelNet Ltd. offers VoIP network infrastructure equipment and services, including soft switches and gateways supporting all major VoIP standards. The company has installed network equipment with a capacity exceeding two billion minutes per year.

Upon completion of the transaction, Airspan expects that ArelNet's switching and gateway technologies will enable it to develop carrier-grade voice telephony solutions for WiMAX systems. Airspan says it expects to be able to offer operators an end-to-end solution with quality of service at a level consistent with that provided by traditional telephone company voice services.

Heli (Rachel) Ben Nun, ArelNet's CEO, commented: "We believe that our shareholders and the company will benefit greatly from the combination of ArelNet with Airspan. We believe that Airspan is the right business partner with which we needed to combine forces, and that the combination of VoIP and wireless networks, including WiMax technology, has a promising future. As part of the Airspan family we will be able to realise the potential of our products by reaching markets that were not available to us through resource constraints. The agreement represents a very good deal for our shareholders, the company and our employees, and we are confident that the deal will be completed in the very near future."

Airspan Networks
www.airspan.com

ArelNet Ltd.
www.arelnet.com