Chapman Capital Supports Embarcadero Sale Agreement
April 06 2007 - 11:23AM
PR Newswire (US)
Advisor to Vote All Shares in Favor of TCB Transaction LOS ANGELES,
April 6 /PRNewswire/ -- Chapman Capital L.L.C., investment advisor
to two investment funds that together own 9.3% of Embarcadero
Technologies, Inc. (NASDAQ:EMBT); ("Embarcadero" or "the Company"),
today announced its support of the Company's definitive agreement
to be acquired for $7.20 per share by an affiliate of Thoma Cressey
Bravo (TCB). On March 7, 2007, Chapman Capital filed a Schedule 13D
with the Securities and Exchange Commission (SEC) demanding that
Embarcadero resume negotiations with TCB or other bidders regarding
the sale of the Company. Robert L. Chapman, Jr., Managing Member of
Chapman Capital, commented, "Under private ownership, Embarcadero's
relatively small size should become an asset vs. its being a
liability in the public domain. Moreover, following TCB's December
16, 2006 decision to terminate its September 6, 2006 agreement to
acquire Embarcadero, I am confident that Orlando Bravo recognizes
the importance to TCB's reputation of consummating this revised
transaction." Chapman Capital also announced that, as result the
revised merger agreement, it has terminated its prospective plan to
replace the majority of Embarcadero's Board of Directors (the
"Board"). On March 21, 2007, Chapman Capital had announced its
demand that Mr. Gary E. Haroian immediately resign from the Board
due to Chapman Capital's view that Mr. Haroian's ineptitude was an
impediment to the maximization of Embarcadero's shareholder value.
This followed Chapman Capital's March 12, 2007 announcement that it
had determined to seek nominees to replace Class I directors
Timothy C.K. Chou and Frank M. Polestra, and Class II directors
Michael J. Roberts (lead "independent" director) and Samuel T.
Spadafora, should a sale of Embarcadero not have been announced by
March 30, 2007. Chapman Capital L.L.C. is a Los Angeles, CA based
investment advisor focusing on takeover and turnaround investing.
The firm currently manages over $300 million as the registered
investment advisor to Chap-Cap Partners II Master Fund, Ltd. and
Chap-Cap Activist Partners Master Fund, Ltd., the combined owners
of approximately 9.3% of Embarcadero's common shares. Over the past
eleven years, Chapman Capital has agitated successfully for the
restructuring or sale of over twenty publicly traded companies,
including a recently closed transaction involving Glenayre
Technologies, Inc. and pending transactions involving Carreker
Corporation, Sunterra Corporation and Embarcadero Technologies,
Inc. Mr. Chapman previously was employed by Goldman Sachs &
Co., Scudder Stephens, & Clark, and NatWest Bank USA. Related
news releases, as well as additional information on Chapman
Capital, may be found at http://www.chapmancapital.com/.
Embarcadero Technologies, Inc. delivers professional grade database
tools that companies use to design, develop and manage databases
and the data they contain. More than 12,000 customers worldwide and
over 90 of the Fortune 100 rely on Embarcadero's cross-platform
tools to reduce complexity, improve productivity and strengthen
security. The company's flagship database tools include: ER/Studio,
DBArtisan, Rapid SQL and Change Manager. Founded in 1993,
Embarcadero Technologies is headquartered in San Francisco with
offices in Melbourne, Australia, Munich, Germany and Maidenhead,
United Kingdom. Related news releases, as well as additional
information on Embarcadero Technologies, may be found at
http://www.embarcadero.com/. DATASOURCE: Chapman Capital L.L.C.
CONTACT: John K. Matthews of Chapman Capital L.L.C.,
+1-310-662-1900, ext. 209 Web site: http://www.chapmancapital.com/
http://www.embarcadero.com/
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