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

Microsoft and Yahoo take on Google

Microsoft's Bing search engine will be the sole provider of search and paid search technology for all of Yahoo's websites. Yahoo will sell premium search ads for both companies. more »

Thales achieves Cat III approval at Bournemouth Airport

Thales UK today announces that its Cat III Instrument Landing System (ILS)1 has received UK approval for installation at Bournemouth Airport. more »

Shell service stations in Germany sign with Wincor for upgraded cash management

Postbank customers can now pay their fuel bills at Shell service stations and withdraw cash as stations in Hamburg, Germany, have been converted to the new technology from Wincor Nixdorf International. more »

Japan's virtual disaster training

Japanese company Crescent has simulated a series of emergency situations that people may have to deal with in the workplace. By practicing with these simulations they can learn how to cope with a real-life crisis. more »

'Hero' to take on the iPhone

The touchscreen device built on Google's Android platform equates to a bold attempt by HTC to take on Apple's popular iPhone - not by creating a copycat - but by building an attractive alternative. more »

ATMs reprogrammed to print out ATM, debit details on receipts

A devious piece of criminal coding that has been quietly at work in a clutch of ATMs at banks in Russia and Ukraine has recently been discovered. more »

MasterCard to launch mobile P-to-P payments, money transfer

In the person-to-person transfer business, text messaging is so 2008. more »

Wincor Nixdorf pioneers bank branch transformation in Indonesia

Bank Central Asia, one of Indonesia's largest banks, has partnered with Wincor Nixdorf International to rejuvenate its branch network. more »

Japan's robo-chefs

What's cooking at Tokyo's International Food Machinery and Technology Expo? For this robo-chef, it's okonomiaki, Japanese pancakes. more »

Signing into school with the iPhone

Taking attendance at Aoyama University used to be a chore, but no longer as the Japanese school is giving over 500 iPhones to students and faculty in an effort to enhance the classroom experience. more »