Press Releases

Feb 15, 2011

AudioCodes Files Shelf Registration Statement

Lod, Israel – February 15, 2011 – AudioCodes Ltd. (NasdaqGS: AUDC), a leading provider of Voice over IP (VoIP) technologies and Voice Network products, announced today that it has filed a universal shelf registration statement on Form F-3 with the Securities and Exchange Commission (SEC). Upon being declared effective by the Securities and Exchange Commission, the shelf registration statement will allow AudioCodes to sell, from time to time, up to $150 million of ordinary shares, warrants and debt securities, either separately or in units, in one or more offerings. The shelf registration statement also provides for the sale by certain selling shareholders of up to 3,000,000 ordinary shares solely in connection with any future offering by AudioCodes. The terms of any offering, including the amount and type of securities involved, and the use of proceeds of the sale of any such securities by AudioCodes, will be determined at the time of offering and described in a prospectus supplement filed with the SEC at such time.

The shelf registration statement is designed to permit AudioCodes, subject to market conditions and its capital needs, to access the capital markets periodically in the future in order to support its anticipated growth. If any securities are sold, AudioCodes currently intends to use the proceeds from any such sales for general corporate purposes, including repaying debt, capital expenditures, acquisitions, funding product development and other operating expenses.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or resale of these securities, in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offer of these securities will be made solely by means of the prospectus included in the registration statement and the accompanying prospectus supplement issued with respect to such offering.