Cysive Shareholders Approve Going Private Transaction
November 28 2003 - 11:02AM
PR Newswire (US)
Cysive Shareholders Approve Going Private Transaction RESTON, Va.,
Nov. 28 /PRNewswire-FirstCall/ -- Cysive, Inc. ("Cysive") announced
that at the special meeting of Cysive's shareholders held today,
Cysive's shareholders adopted the Agreement and Plan of Merger,
dated as of May 30, 2003, as amended by the Amendment to Agreement
and Plan of Merger, dated as of September 14, 2003 (together, the
"Merger Agreement"), among Cysive and Snowbird Holdings, Inc.
("Snowbird"), a newly formed entity owned by Nelson A. Carbonell,
Jr., Chairman of the Board of Directors, President and Chief
Executive Officer of Cysive, and Snowbird Merger Sub, Inc. ("Merger
Sub"), a Delaware corporation and wholly-owned subsidiary of
Snowbird, pursuant to which Merger Sub will merge with and into
Cysive with Cysive being the surviving corporation and a
wholly-owned subsidiary of Snowbird (the "Merger"). Shareholders
representing approximately 68.7% of the total outstanding shares of
Cysive common stock voted in favor of the Merger Agreement,
approximately 4.6% voted no and approximately 26.7% abstained or
did not vote. Cysive expects to complete the Merger as soon as
practicable, currently anticipated to be Monday, December 1, 2003.
Upon closing of the Merger, Cysive will become a privately held,
wholly-owned subsidiary of Snowbird. Accordingly, Cysive will file
notices with the Securities and Exchange Commission and with the
Nasdaq Stock Market requesting termination of registration and
withdrawal from listing, respectively. Cysive expects the Nasdaq
Stock Market to suspend trading in shares of Cysive common stock
effective at the end of the trading day today. Under the terms of
the Merger Agreement, shareholders of Cysive common stock, other
than those who perfect appraisal rights under Delaware law, will
have the right to receive merger consideration of $3.23 per share.
Shareholders who hold their Cysive shares in "street name" will
receive payment through their accounts pursuant to arrangements
between Wachovia Bank, N.A., Cysive's paying agent, and The
Depository Trust Company. Registered shareholders will receive
instructions by mail from Wachovia on the manner in which to
surrender their share certificates in exchange for the Merger
consideration. About Cysive(R) Cysive is a provider of interaction
server technology through its software product, Cysive Cymbio
Interaction Server(R), or Cysive Cymbio(R). Cysive Cymbio is User
Interaction Management (UIM) software that delivers a seamless user
experience across devices, applications and intermittent
connections. Cysive Cymbio integrates the enterprise where it
affects users the most -- the presentation tier - providing one
corporate face to customers and other users. Cysive Cymbio software
reduces the cost of multi-channel solutions and enables rapid
front-end integration of third-party systems and newly acquired or
merged companies. Cysive Cymbio delivers customers and internal
users a great experience that increases satisfaction, self-service
and productivity, while reducing call center, systems management
and software maintenance costs. Cysive is headquartered in Reston,
VA and can be found on the Internet at http://www.cysive.com/.
"Safe Harbor" Statement under the Private Securities Litigation
Reform Act of 1995: Statements in this press release regarding
Cysive's business which are not historical facts are
"forward-looking statements" that involve risks and uncertainties,
including the risk that Cysive may be unable to successfully
complete the proposed merger. Factors that may cause actual results
to differ from those contained in the forward-looking statements
include: the failure of any party to the merger agreement to
satisfy a condition for the closing of the merger on or prior to
December 1, 2003. For a discussion of other risks and uncertainties
which could cause actual results to differ from those contained in
the forward-looking statements, see "Risk Factors" in Cysive's
quarterly report on Form 10-Q filed with the SEC on November 14,
2003, and its other filings under the Securities Exchange Act of
1934, as amended. Any forward-looking statements are made pursuant
to the Private Securities Litigation Reform Act of 1995 and, as
such, speak only as of the date made. Cysive is not undertaking to
update any information in the foregoing reports until the effective
date of its future reports required by applicable securities laws.
DATASOURCE: Cysive, Inc. CONTACT: John R. Lund, CFO of Cysive,
Inc., +1-703-259-2300 Web site: http://www.cysive.com/
Copyright
Cysive (NASDAQ:CYSV)
Historical Stock Chart
From May 2024 to Jun 2024
Cysive (NASDAQ:CYSV)
Historical Stock Chart
From Jun 2023 to Jun 2024