NetManage Rejects Second Riley/Zeff Acquisition Offer
November 21 2006 - 3:03PM
Business Wire
NetManage, Inc. (Nasdaq:NETM), a leading software company that
provides solutions for integrating, Web enabling and accessing
enterprise information systems, today announced that its Board of
Directors has again rejected an offer to enter into negotiations
with Riley Investment Management, LLC and Zeff Capital Partners,
L.P., each a stockholder of NetManage, regarding their interest in
acquiring all outstanding shares of NetManage common stock that
they do not already own. On November 6, 2006, NetManage confirmed
that it had received an additional letter from Riley Investment
Management and Zeff Capital Partners informing NetManage of their
interest in acquiring all outstanding shares of NetManage common
stock that they do not already own for $5.50 per share in cash. As
stated in a letter to Riley and Zeff dated October 24, 2006, in
response to their letters to NetManage dated August 31, 2006 and
October 3, 2006 regarding similar matters, the Board of Directors
of NetManage has concluded that it is not interested in entering
into negotiations at this time. NetManage had noted in its October
24 letter to Riley and Zeff that its conclusion was reached
following careful consideration and discussion of their letters
with the Board of Directors of NetManage and its advisors,
including its legal counsel and its financial advisors that the
price per share contemplated by the August 31 letter was inadequate
and not in the best interests of NetManage�s stockholders. The
modest increase in the offer price contemplated by Riley and Zeff�s
November 6 Letter has not changed the conclusion of the Board of
Directors of NetManage. Zvi Alon, Chairman of the Board of
Directors, Chief Executive Officer & President of NetManage,
said, "The Board reviewed the latest proposal from Messrs. Riley
and Zeff and came to the same conclusion it reached before. We do
not think it is in the best interests of NetManage or its
stockholders to devote further resources and management attention
towards the consideration of the matters discussed in the letters
and that such resources and management attention are better spent
on the ongoing operations and performance of NetManage." About
NetManage NetManage, Inc. (NASDAQ:NETM) is a software company that
provides solutions for integrating, Web enabling, and accessing
enterprise information systems. More than 10,000 customers
worldwide, including a majority of the Fortune 500, have chosen
NetManage for mission critical application integration. For more
information, visit www.netmanage.com. � 2006 NetManage, Inc., its
subsidiaries, and its affiliates. All rights reserved. Note
Regarding Forward Looking Statements This press release contains,
in addition to historical information, forward-looking statements
that are intended to be covered by the safe harbor provided by the
Private Securities Litigation Reform Act of 1995. All statements
included in this press release concerning activities, events or
developments that NetManage expects, believes or anticipates will
or may occur in the future are forward-looking statements. Actual
results could differ materially from the results discussed in the
forward-looking statements. Forward-looking statements are based on
current expectations and projections about future events and
involve known and unknown risks, uncertainties and other factors
that may cause actual results and performance to be materially
different from any future results or performance expressed or
implied by forward-looking statements. Additional information on
these and other risks, uncertainties and factors is included in
NetManage's Annual Report on Form 10-K, Quarterly Reports on Form
10-Q, Current Reports on Form 8-K and other documents filed with
the Securities and Exchange Commission. NetManage, Inc.
(Nasdaq:NETM), a leading software company that provides solutions
for integrating, Web enabling and accessing enterprise information
systems, today announced that its Board of Directors has again
rejected an offer to enter into negotiations with Riley Investment
Management, LLC and Zeff Capital Partners, L.P., each a stockholder
of NetManage, regarding their interest in acquiring all outstanding
shares of NetManage common stock that they do not already own. On
November 6, 2006, NetManage confirmed that it had received an
additional letter from Riley Investment Management and Zeff Capital
Partners informing NetManage of their interest in acquiring all
outstanding shares of NetManage common stock that they do not
already own for $5.50 per share in cash. As stated in a letter to
Riley and Zeff dated October 24, 2006, in response to their letters
to NetManage dated August 31, 2006 and October 3, 2006 regarding
similar matters, the Board of Directors of NetManage has concluded
that it is not interested in entering into negotiations at this
time. NetManage had noted in its October 24 letter to Riley and
Zeff that its conclusion was reached following careful
consideration and discussion of their letters with the Board of
Directors of NetManage and its advisors, including its legal
counsel and its financial advisors that the price per share
contemplated by the August 31 letter was inadequate and not in the
best interests of NetManage's stockholders. The modest increase in
the offer price contemplated by Riley and Zeff's November 6 Letter
has not changed the conclusion of the Board of Directors of
NetManage. Zvi Alon, Chairman of the Board of Directors, Chief
Executive Officer & President of NetManage, said, "The Board
reviewed the latest proposal from Messrs. Riley and Zeff and came
to the same conclusion it reached before. We do not think it is in
the best interests of NetManage or its stockholders to devote
further resources and management attention towards the
consideration of the matters discussed in the letters and that such
resources and management attention are better spent on the ongoing
operations and performance of NetManage." About NetManage
NetManage, Inc. (NASDAQ:NETM) is a software company that provides
solutions for integrating, Web enabling, and accessing enterprise
information systems. More than 10,000 customers worldwide,
including a majority of the Fortune 500, have chosen NetManage for
mission critical application integration. For more information,
visit www.netmanage.com. (C) 2006 NetManage, Inc., its
subsidiaries, and its affiliates. All rights reserved. Note
Regarding Forward Looking Statements This press release contains,
in addition to historical information, forward-looking statements
that are intended to be covered by the safe harbor provided by the
Private Securities Litigation Reform Act of 1995. All statements
included in this press release concerning activities, events or
developments that NetManage expects, believes or anticipates will
or may occur in the future are forward-looking statements. Actual
results could differ materially from the results discussed in the
forward-looking statements. Forward-looking statements are based on
current expectations and projections about future events and
involve known and unknown risks, uncertainties and other factors
that may cause actual results and performance to be materially
different from any future results or performance expressed or
implied by forward-looking statements. Additional information on
these and other risks, uncertainties and factors is included in
NetManage's Annual Report on Form 10-K, Quarterly Reports on Form
10-Q, Current Reports on Form 8-K and other documents filed with
the Securities and Exchange Commission.
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