SoftBrands Announces Record Date for Distribution of Trust Interest to Stockholders
July 30 2009 - 4:30PM
PR Newswire (US)
MINNEAPOLIS, July 30 /PRNewswire-FirstCall/ -- On Aug. 12, 2009,
stockholders of SoftBrands, Inc. (NYSE Amex: SBN), a global
supplier of enterprise application software, will vote on the
proposal to adopt the previously announced agreement to be acquired
by an affiliate of Golden Gate Capital and Infor. The merger
remains subject to customary closing conditions but is expected to
close on or about Aug. 13, 2009. Immediately prior to the effective
time of the merger, SoftBrands will transfer, on a pro rata basis
(with the Series B Preferred Stock, Series C-1 Preferred Stock and
Series D Preferred Stock counted on an as-converted-to-common stock
basis in accordance with the participation rights set forth in the
applicable certificate of designation), its 10% interest in any
future net proceeds of the AremisSoft Liquidating Trust to the
individuals holding SoftBrands stock at such time and warrantholder
Capital Resource Partners IV, L.P. ("CRP"). Aug. 13, 2009 is the
record date for the distribution of the trust interest, subject to
the closing of the merger. Only stockholders owning SoftBrands
stock immediately prior to the effective time of the merger and
warrantholder CRP will be entitled to receive a pro rata portion of
SoftBrands' interest in the AremisSoft Liquidating Trust net
proceeds, if any. Any future distributions pursuant to the 10%
interest in the net proceeds of the AremisSoft Liquidating Trust
will be made to those stockholders who owned SoftBrands stock
immediately prior to the effective time of the merger and
warrantholder CRP, net of any administrative expense incurred in
connection with the distribution to those holders. SoftBrands is
not able to predict whether cash distributions from the AremisSoft
Liquidating Trust will be made to SoftBrands in the future, and if
such distributions are made, what the amount of the distributions
will be. Additional Information about the Proposed Merger and Where
to Find It This press release is not a solicitation of a proxy, an
offer to purchase nor a solicitation of an offer to sell shares of
SoftBrands, and it is not a substitute for any proxy statement or
other filings that may be made with the SEC. SoftBrands has filed
with the Securities and Exchange Commission ("SEC") a definitive
proxy statement and other relevant materials relating to the
proposed merger with Steel Holdings, Inc. The definitive proxy
statement was mailed on or about July 13, 2009 to SoftBrands
stockholders of record as of the close of business on July 8, 2009.
INVESTORS AND SECURITY HOLDERS OF SOFTBRANDS ARE URGED TO READ THE
DEFINITIVE PROXY STATEMENT AND ANY OTHER RELATED DOCUMENTS FILED
WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN
IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Investors and
security holders may obtain free copies of the definitive proxy
statement and other documents filed by SoftBrands with the SEC free
of charge at the Web site maintained by the SEC at
http://www.sec.gov/. In addition, investors and security holders
may obtain free copies of the documents filed with the SEC by
SoftBrands by contacting SoftBrands Investor Relations at (612)
851-1900 or SoftBrands, Inc., 800 LaSalle Ave., Suite 2100,
Minneapolis, Minnesota 55402. Investors and security holders of
SoftBrands are urged to read the definitive proxy statement and the
other relevant materials before making any voting or investment
decision with respect to the proposed merger. SoftBrands and its
directors, executive officers, and employees may be deemed to be
participants in the solicitation of proxies from the stockholders
of SoftBrands in connection with the proposed merger and related
items. Information regarding the interests of directors and
executive officers of SoftBrands and their ownership of SoftBrands
stock is set forth in SoftBrands' definitive proxy statement
concerning the proposed merger, which was filed with the SEC on
July 13, 2009. Cautionary Statement Regarding Forward-Looking
Statements This message may contain forward-looking statements
based on current expectations, estimates and projections about our
industry, management's beliefs, and certain assumptions made by the
companies. Words such as 'anticipates,' 'expects,' 'intends,'
'plans,' 'believes,' 'seeks,' 'estimates,' 'may,' 'will' and
variations of these words or similar expressions are intended to
identify forward-looking statements. These statements include, but
are not limited to statements regarding the impact of the
transaction, including but not limited to, the companies'
expectations with respect to the combined companies available
solutions, leadership position, competitive strengths and
positioning; client base; the approval of the transaction by
stockholders and regulators; the satisfaction of the closing
conditions to the transaction; the completion of the transaction on
stated terms; and the timing of the completion of the transaction.
Such statements speak only as of the date hereof and are subject to
change. The companies undertake no obligation to revise or update
publicly any forward-looking statements for any reason. These
statements are not guarantees of future performance and are subject
to certain risks, uncertainties and assumptions that are difficult
to predict. Therefore, actual results could differ materially and
adversely from those expressed in any forward-looking statements as
a result of various factors. Important factors that may cause such
a difference include, but are not limited to, the risk the
companies' businesses and their relationships with customers,
employees or suppliers could suffer due to the uncertainty relating
to the transaction; that the transaction may not be consummated,
may be consummated on different terms or may be delayed; that
anticipated synergies and strategic benefits from the transaction
may not be fully realized; that a failure to satisfy conditions to
close the transaction, including obtaining the requisite regulatory
and stockholder approvals, may occur; and the various other risks
and uncertainties described in the "Risk Factors" section of
SoftBrands' Annual Report on Form 10-K for the year ended September
30, 2008, and the general economic and political conditions and
specific conditions that may impact company operations. Further
information on SoftBrands, including additional risk factors that
may affect forward looking statements, is contained in its Annual
Report on Form 10-K and in its other SEC filings that are available
through the SEC's website (http://www.sec.gov/). About SoftBrands
SoftBrands, Inc. is a leader in providing software solutions for
the businesses in the manufacturing and hospitality industries
worldwide. The company has established a global infrastructure for
distribution, development and support of enterprise software, and
has approximately 5,000 customers in more than 100 countries
actively using its manufacturing and hospitality products.
SoftBrands, which has approximately 740 employees, is headquartered
in Minneapolis with branch offices in Europe, India, Asia,
Australia and Africa. Additional information can be found at
http://www.softbrands.com/. Contact: Gregg Waldon Chief Financial
Officer SoftBrands, Inc. 612-851-1805 Susan Eich Vice President,
Corporate Communications SoftBrands, Inc. 612-851-6205 DATASOURCE:
SoftBrands, Inc. CONTACT: Gregg Waldon, Chief Financial Officer,
+1-612-851-1805, , or Susan Eich, Vice President, Corporate
Communications, +1-612-851-6205, , both of SoftBrands, Inc. Web
Site: http://www.softbrands.com/
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