TECORE Announces Diversification Plan for Its AirNet Common Stock

Business Wire, Nov 30, 2004

COLUMBIA, Md. -- TECORE, Inc., announced today that it has filed a notice with the Securities & Exchange Commission stating its intention to sell a portion of its current holding of shares of AirNet Communications Corporation (Nasdaq:ANCC) common stock. Under the Sales Plan, specified amounts of shares may be sold, provided that specified trading prices are achieved and other pre-determined criteria are met. The Sales Plan expires upon the sale of all the shares covered by the plan or upon other specified events, but in no event later than November 18, 2006. The Sales Plan covers an aggregate of 33,000,000 shares, representing approximately 34.4% of the total outstanding AirNet common stock as of November 30, 2004. TECORE owns 33,213,767 shares of AirNet Communications' common stock and beneficially holds senior convertible debt converting to an additional 66,881,420 shares of common stock as of November 18, 2004. In addition to his duties as chairman and CEO of TECORE, Jay Salkini is a member of the Board of Directors for AirNet Communications Corp.

"I want to be clear that this action taken by TECORE is an independent investment decision driven simply by TECORE's desire to diversify its financial assets," said Jay Salkini, chairman and CEO of TECORE. "TECORE is wholly committed to the future success of AirNet and is excited about recent business developments and the current product offering. We continue to market joint TECORE and AirNet technology solutions throughout the world and invest in new business development opportunities."

The shares of AirNet common stock held by TECORE will be sold under an asset diversification plan which contains pre-determined criteria for such sales. The Sales Plan is intended to qualify under SEC Rule 10b5-1, which specifically provides certain legal benefits for persons who establish such plans.

Generally speaking, SEC Rule 10b-5 strictly imposes insider trading liability whenever any person trades in AirNet stock while "aware" of material nonpublic information about AirNet. Since directors often possess material nonpublic information in order to discharge their fiduciary duty to manage AirNet's business, they could be effectively precluded from any trading activity at all in AirNet stock. However, SEC Rule 10b5-1 provides an affirmative defense to such liability. To secure this defense, the person must adopt a written sales plan providing for the sale of AirNet stock based on specific pre-determined criteria established at a time when the insider does not possess material nonpublic information about AirNet.

The Sales Plan does not represent any capital raising activity on AirNet's behalf. Consequently, the number of shares of AirNet common stock outstanding will not change as a result of any sales under the Sales Plan.

Since the Sales Plan has been implemented only in order to provide an affirmative defense under Rule 10b5-1, TECORE is not exempted from responsibility and liability thereunder. Moreover, the Sales Plan does not remove or modify any other legal restrictions concerning the sale of such shares and, as a consequence, any sales under the Sales Plan must still be made only after compliance with all other relevant securities law requirements, including the reporting and other requirements of SEC Section 16, all applicable volume limitations and other applicable conditions imposed by securities laws and AirNet's own Insider Trading Policy.

About AirNet

AirNet Communications Corporation is a leader in wireless base stations and other telecommunications equipment that allow service operators to cost-effectively and simultaneously offer high-speed wireless data and voice services to mobile subscribers. AirNet's patented broadband, software-defined AdaptaCell(R) SuperCapacity(TM) adaptive array base station solution provides a high-capacity base station with a software upgrade path to high-speed data. The company's AirSite(R) Backhaul Free(TM) base station carries wireless voice and data signals back to the wireline network, eliminating the need for a physical backhaul link, thus reducing operating costs. The company's RapidCell(TM) base station provides government and military communications users with up to 96 voice and data channels in a compact, rapidly deployable design capable of processing multiple GSM protocols simultaneously. AirNet has 69 patents issued or filed and has received the coveted World Award for Best Technical Innovation from the GSM Association, representing over 400 operators around the world. More information about AirNet may be obtained by visiting the AirNet website at www.airnetcom.com.

About TECORE

TECORE(R) Wireless Systems is a world leader in mobile communications systems and its AirCore(R) SoftMSC(TM) provides unparalleled functionality and scalability across wireless technologies and applications for both carriers and enterprises. The unique multi-protocol architecture facilitates voice, data, and multimedia from a common platform. The company's turn-key solutions include its AirCore SoftMSC at the core of the network in conjunction with advanced GSM/GPRS, CDMA and 3G base station solutions to deliver fully-integrated wireless communication services. TECORE is an ISO 9001:2000 certified company. For more information, please visit the TECORE website at www.tecore.com.