XFONE, INC. APPOINTS TWO NEW INDEPENDENT BOARD MEMBERS
AND ESTABLISHES AN AUDIT COMMITTEE
Company Strengthens Corporate
Governance and Financial Controls
While
Expanding Skill Sets and Disciplines on the Board of
Directors
December 1, 2004
LONDON – (BUSINESS WIRE) – December 1, 2004 – XFONE, Inc. (OTCBB:XFNE) (“XFONE” or “the Company”), today announced the appointments of Mr. Arye Czertok and Mr. Aviu Ben-Horrin as independent members of the Company’s Board of Directors and the establishment of an audit committee. The Board additions are intended to enhance the independence of the Board, expand the skill sets and disciplines on the Board, and reflect the Company’s commitment to good corporate governance practices and financial controls.
Mr. Czertok brings to the Company over 40 years of public and private company experience in law, executive management, finance and marketing. Since 1980, Mr. Czertok has managed his own law firm and held various senior management and financial positions, including from 1985 to 1991 he was Chairman and CEO of Safety “L” Ltd., an Israel-based company in the field of computerized simulations systems. Mr. Czertok has represented many Israeli publicly traded companies such as Bezek, Electostar, Koor and others. Mr. Czertok led Eshed Robotec Ltd. to a successful IPO and was responsible for all matters, including SEC issues in the US and Israel as well as overseeing the financial accounts. From 1992 to 2004, Mr. Czertok was the Chairman of the Control Committee of Friends of Rabin Medical Center, a multimillion dollar turnover facility where he was controlling all legal and financial proceedings.
In the past Mr. Czertok served as the legal advisor of the United States Consulate in Tel-Aviv. From 1976 through 1980, Mr. Czertok was the assistant district attorney of Tel-Aviv, representing the Attorney General in civil and criminal matters. From 1963 through 1973, Mr. Czertok was a director and owner of a public relations firm.
Currently, Mr. Czertok also serves as Chairman of the Israeli Bar Committees; is an active lecturer and publisher of various legal works; serves as President of the Parents Association for Soldiers; is a representative of the Israeli Bar Association in the Israeli Parliament; and is an examiner in oral bar exams as well as an acting Judge in the police disciplinary court and in the disciplinary court of the Israeli Journalist Association. He is a graduate of Tel Aviv University in Tel Aviv with an LLB degree and was severely wounded in the 1973 Yom Kippur War while a commanding officer in the Israeli Defense Forces fighting on the Syrian front.
Mr. Ben-Horrin has been largely engaged for over thirty years in Israel’s Defense Forces and real estate industry. Since 2001, Mr. Ben-Horrin has directed, controlled and managed various real estate projects together with Bonei RMAG Ltd. and MPK Ltd. Between 1996 and 2001, Mr. Ben-Horrin managed real estate projects for Lear Or Ltd., and was an engineering consultant for Orik Ltd., a major construction company. From 1994 through 1996, Mr. Ben-Horrin served the Ministry of Construction and Housing of the State of Israel. Rising to the rank of Colonel in the Israel Defense Forces, Mr. Ben-Horrin served in various engineering and commanding posts from 1975 till 1992. Mr. Ben-Horrin earned a BSc degree in Mechanical Engineering from the Technion University in Haifa and a BA in Economics from the Bar-Ilan University in Ramat Gan.
Establishment of an Audit Committee
In reflecting the Company's commitment to good corporate governance practices and financial controls, XFONE, Inc. formed its Audit Committee which is comprised of Messrs. Czertok and Ben-Horrin, and Mr. Schemer Schwartz, an independent member of the Board since December 2002. Mr. Czertok was appointed as the Chairman of the Audit Committee.
"It was important for our Company to strengthen its corporate governance and financial controls with a Board composed of well experienced independent directors,” stated Guy Nissenson, President and Chief Executive Officer of XFONE, Inc. “Given Arye’s and Aviu’s impressive credentials and expertise covering a broad spectrum of professional, managerial, financial and academic disciplines, XFONE is sure to greatly benefit from their leadership and guidance as we move forward with implementing our aggressive growth strategies and to prepare ourselves for pursuing a listing on a national exchange.”
About XFONE, Inc.
A U.S.-domiciled corporation, XFONE, Inc. is an international voice, video and data communications services provider with operations in the United Kingdom, the United States and Israel that offers a wide range of services, which include: local, long distance and international telephony services; prepaid and postpaid calling cards; cellular services; Internet services; messaging services (Email/Fax Broadcast, Email2Fax and Cyber-Number); and reselling opportunities. The Company serves customers across Europe, Asia, North, Central and South America, Australia and Africa.
This press release contains forward-looking statements.
The words or phrases "should," "would
be," "will allow," "intends to,"
"will likely result," "are expected to,"
"will continue," "is anticipated,"
"estimate," "project," or similar
expressions are intended to identify "forward-looking
statements." The Company's financial results reflected
above should not be construed by any means as representative
of the current or future value of its common stock.
All information set forth in this press release, except
historical and factual information, represents forward-looking
statements. This includes all statements about the company's
plans, beliefs, estimates and expectations. These statements
are based on current estimates and projections, which
involve certain risks and uncertainties that could cause
actual results to differ materially from those in the
forward-looking statements. These risks and uncertainties
include issues related to rapidly changing technology
and evolving standards in the industries in which the
Company and its subsidiaries operate; the ability to
obtain sufficient funding to continue operations, maintain
adequate cash flow, profitably exploit new business,
and license and sign new agreements; the unpredictable
nature of consumer preferences; and other factors set
forth in the Company's most recently filed annual report
and registration statement. Readers are cautioned not
to place undue reliance on these forward-looking statements,
which reflect management's analysis only as of the date
hereof. The Company undertakes no obligation to publicly
revise these forward-looking statements to reflect events
or circumstances that arise after the date hereof. Readers
should carefully review the risks and uncertainties
described in other documents that the Company files
from time to time with the Securities and Exchange Commission.
| For More Information, Please Contact: |
 |
| U.S.
IR Contact |
John Nesbett/Jennifer Beloeau
Institutional Marketing Services (IMS)
Phone: 1.203.972.9200.
E-mail: jnesbett@institutionalms.com |
|
| Xfone Contact |
|
Niv Krikov
Chief Financial Officer
Phone: + 972.39254446 (Israel)
E-mail: E-mail: niv@xfone.com |
|
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