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TranSwitch Corporation Announces Agreement To Raise $2.5 Million In Private Placement

  TranSwitch Corporation Announces Agreement To Raise $2.5 Million In Private
  Placement

Business Wire

SHELTON, Conn. -- August 19, 2013

TranSwitch Corporation (NASDAQ: TXCC), a leading provider of semiconductor
solutions in the rapidly growing consumer electronics and telecommunications
markets, today announced that it has entered into a securities purchase
agreement with Ilex Partners, LLC (“Ilex”), an entity managed by Michael
Steinhardt, pursuant to which the Company has agreed to sell an aggregate of
approximately 9.8 million shares of its common stock for total gross proceeds
of $2.5 million. In connection with the transaction, Ilex agreed to surrender
the warrant to purchase common stock it holds in exchange for an additional
approximately 900,000 shares of the Company’s common stock. The Company also
granted to Ilex the right, for a period ending on the earlier of 180 days or
one business day prior to the occurrence of a change of control event, to
purchase an additional approximately 9.8 million shares of its common stock
for an additional $2.5 million. In connection with the foregoing, the Company
entered into an amendment to its Rights Agreement with Computershare Trust
Company, N.A., as rights agent, pursuant to which the transactions
contemplated by the securities purchase agreement would not trigger the
distribution of rights thereunder.

The Company has agreed to provide certain registration rights under the
Securities Act of 1933, as amended, to Ilex in connection with the purchased
securities. The Company will be required to file a registration statement
within 20 days of the closing date and will use its reasonable best efforts to
have such registration statement declared effective as soon as practicable,
but in no event later than 60 days of the closing date (90 days in the event
the SEC reviews the registration statement).

Proceeds from these transactions will be used to fund the Company’s operations
and to meet the Company’s obligations as they may arise.

About TranSwitch Corporation

TranSwitch Corporation (Nasdaq:TXCC) provides innovative integrated circuit
(IC) and intellectual property (IP) solutions that deliver core functionality
for video, voice, and data communications equipment for the customer premises
and network infrastructure markets. For the customer-premises market, we offer
multi-standard, high-speed interconnect solutions enabling the distribution
and presentation of high-definition (HD) video and data content for consumer
electronics applications. We also provide a family of best-in-class
communications processors. For the network infrastructure market we provide
integrated multi-core network processor System-on-a-Chip (SoC) solutions for
Fixed, 3G and 4G Mobile, VoIP and Multimedia applications. TranSwitch’s
customers are leading consumer electronics and telecom equipment companies
around the globe. For more information, please visit www.transwitch.com.

Forward-looking statements in this release, including statements regarding
management's expectations for future financial results and the markets for
TranSwitch's products, are made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Investors are cautioned that
these forward-looking statements regarding TranSwitch, its operations and its
financial results, involve risks and uncertainties that could cause actual
results to differ materially from those contained in the forward-looking
statements, including without limitation the risks associated with downturns
in economic conditions generally and in the telecommunications and data
communications markets and the semiconductor industry specifically; risks in
product development and market acceptance of and demand for TranSwitch’s
products and products developed by TranSwitch’s customers; risks associated
with foreign sales and high customer concentration; risks associated with
competition and competitive pricing pressures; risks in technology development
and commercialization; risks of failing to attract and retain key managerial
and technical personnel; risks relating to TranSwitch’s available cash; risks
associated with acquiring new businesses; risks of dependence on third-party
VLSI fabrication facilities; risks related to intellectual property rights and
litigation; and other risks detailed in TranSwitch's filings with the
Securities and Exchange Commission.

TranSwitch expressly disclaims any obligation or undertaking to release
publicly any updates or revisions to any such statements to reflect any change
in expectations or any change in events, conditions or circumstances on which
any such statement is based.

TranSwitch is a registered trademark of TranSwitch Corporation.

Contact:

For more information:
Robert A. Bosi, 203-929-8810 ext. 2465
Vice President and Chief Financial Officer
or
Investor Relations
Mary Lombardo, 203-929-8810 ext. 2254
 
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