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

"Goner" Virus Can Use ICQ To Spread

A brand new worm slithering through the Web is getting passed by Microsoft Outlook home and businesses users and is so bad it has the potential of wiping out complete files. more »

Court: U.S. law trumps domain decisions

Decisions by international arbitrators in cybersquatting cases can be challenged in U.S. court, an appeals panel has ruled. more »

Business users victims and villains in Goner outbreak

Business users were the worst offenders in this week's spread of the Goner worm and many firms were slow to update antiviral protection during the outbreak. more »

New Zealand Medical Journal Scraps Paper For Web

Ending 114 years of tradition, one of New Zealand's oldest journals will move entirely to the Web and cease paper publication next year. more »

Internet World Fall 2001 means business

The unrelenting momentum of the Internet as a tool for employing creative and cost-effective new ways of doing business will be the driving theme of next week's Internet World Fall 2001 trade show in New York. more »

PCs Still Rule the E-Commerce Roost

According to research from GartnerG2, as much as 10 percent of the B2C e-commerce transactions in the United States will be done through devices other than the PC by 2005. more »

Mobile Commerce World: Mobiles outstrip landline usage in Sweden

There are now more active mobile-phone users than landline telephone users in Sweden. more »

The first victims

Philippine Hackers Deface Sites To 'Expose Flaws' more »

Memo details Microsoft response in EU case

Microsoft denied European Union (EU) allegations that it violated antitrust rules and misused its dominance of the computer industry. more »

Opera 6.0 for Windows Released

Opera Software has officially released Opera 6.0 for Windows. more »