Aladdin Knowledge Systems Shareholders Approve Merger with Vector Capital Affiliate

Published: 23 February 2009 y., Monday

„Aladdin“ logotipas
Aladdin Knowledge Systems Ltd.  announced that its shareholders approved the definitive merger agreement, providing for the acquisition of the Company by a Vector Capital affiliate, during a special general meeting of the shareholders held..

The shareholders also approved the amendment to the articles of association of the Company relating to exculpation, insurance and indemnity of directors and officers and the amendment of the indemnification agreements with the Company's directors as well as the renewal of the Company's existing directors’ and officers’ insurance and the purchase of a run-off directors' and officers' insurance policy. 

Under the terms of the merger agreement, Aladdin shareholders will receive $11.50 per share in cash for each ordinary share they hold at the closing of the merger plus an amount in cash equal to each shareholder’s pro rata portion of the amount, if any, by which the Company's Cash (as defined in the merger agreement) exceeds $12,000,000.

The transaction is expected to close at the end of March, subject to the satisfaction of closing conditions set forth in the merger agreement, which include: anti-trust approvals in Israel and Germany or the expiration of applicable waiting periods; the Company having minimum cash and cash equivalents of at least $7,000,000 and minimum working capital of at least $13,500,000 at the time of closing; Company’s representations and warranties (including not having a material effect) are true and correct at the time of closing; and compliance with covenants. 

Following completion of the merger, Aladdin’s ordinary shares will cease to be traded on NASDAQ and the Tel Aviv Stock Exchange.

Šaltinis: www.aladdin.com
Copying, publishing, announcing any information from the News.lt portal without written permission of News.lt editorial office is prohibited.

Facebook Comments

New comment


Captcha

Associated articles

FTC member says privacy concerns becoming 'hysteria'

Expect little interference in B2B exchanges from FTC, says Leary more »

Java's Hot, and Going Strong

Monday morning's crowds outside JavaOne, the Sun-sponsored conference for people who code in the cross-platform Java programming language, was probably one for the record books, even by San Francisco standards. more »

Endgame for Cybercrime treaty

A few feel-good touches can't redeem the COE treaty, or the closed-door process that produced it. more »

ICANN Wraps Up Stockholm Meetings

The Internet Corporation for Names and Numbers (ICANN) wrapped up its weekend meetings in Stockholm early Monday morning with a variety of decisions aimed at bringing its version of stability to the Internet. more »

search.lt news

search.lt presents newest links more »

Majestic Invades Your World

If you're the kind who sees a conspiracy behind every rock, EA.com has the game for you. more »

Asia-Pacific Web Surfers World's Most Active - Nielsen

The top four Internet nations in terms of the number of pages viewed per person are all in the Asia-Pacific region, according to an April study of global Internet usage. more »

Web services unite tech giants ... somewhat

Companies that for the most part have agreed to disagree appear to be making an exception when it comes to Web services more »

Opal, Onyx Spell Future for Polaroid

Thanks largely to the instant gratification offered by digital cameras, Polaroid Corp. sees a difficult future for film sales more »

Hoax hits harder than a virus

Causes users to delete files more »