Delaware Court Permits Netsmart Merger Vote to Proceed
16 March 2007 - 8:11AM
PR Newswire (US)
Permits Shareholder Vote to Be Held After Supplemental Disclosure
GREAT RIVER, N.Y., March 15 /PRNewswire-FirstCall/ -- Netsmart
Technologies, Inc. (NASDAQ:NTST), a leading provider of
enterprise-wide software and services for health and human services
organizations, today announced that the Delaware Court of Chancery
has permitted Netsmart to proceed with its planned merger with
affiliates of Insight Venture Partners and Bessemer Venture
Partners. The Court has permitted a shareholder vote on the merger
to be held after Netsmart makes supplemental disclosures,
consisting of financial projections underlying the discounted cash
flow analysis by the Special Committee's financial advisor, William
Blair and the text of the legal opinion issued by the Court.
Netsmart will make the supplemental disclosures shortly. Netsmart
said: "We look forward to obtaining shareholder approval at the
special meeting of shareholders scheduled to be held on April 5,
2007 and promptly closing the merger." About Netsmart Technologies,
Inc. Netsmart Technologies, Inc., based in Great River, N.Y., is an
established, leading supplier of enterprise-wide software solutions
for health and human services providers, with more than 1,300
clients, including more than 30 systems with state agencies.
Netsmart's clients include health and human services organizations,
public health agencies, mental health and substance abuse clinics,
psychiatric hospitals, and managed care organizations. Netsmart's
products are full-featured information systems that operate on a
variety of operating systems, hardware platforms, and mobile
devices, and offer unlimited scalability. Forward-Looking
Statements Statements in this press release may be "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. Words such as "anticipate," "believe,"
"estimate," "expect," "intend" and similar expressions, as they
relate to the company or its management, identify forward-looking
statements. These statements are based on current expectations,
estimates and projections about the company's business based, in
part, on assumptions made by management. These statements are
subject to risks and uncertainties that could cause actual results
to differ materially from those expressed or implied in the
forward-looking statements. These factors include, but are not
limited to, (1) the occurrence of any event, change or other
circumstances that could give rise to the termination of the merger
agreement; (2) the inability to complete the merger due to the
failure to obtain stockholder approval or the failure to satisfy
other conditions to the completion of the merger; (3) the failure
to obtain the necessary debt financing arrangements set forth in
commitment letters received in connection with the merger; and
other risks that are set forth in Netsmart's filings with the
Securities and Exchange Commission at http://www.sec.gov/. Many of
the factors that will determine the outcome of the subject matter
of this press release are beyond Netsmart's ability to control or
predict. Additional Information about the Proposed Transaction and
Where You Can Find It In connection with the proposed transaction,
Netsmart Technologies, Inc. has filed a definitive proxy statement
and other relevant materials with the Securities and Exchange
Commission ("SEC"). BEFORE MAKING ANY VOTING DECISION WITH RESPECT
TO THE PROPOSED TRANSACTION, STOCKHOLDERS OF NETSMART TECHNOLOGIES,
INC. ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER
RELEVANT MATERIALS FILED WITH THE SEC BECAUSE THEY CONTAIN
IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy
statement and other relevant materials, and any other documents
filed by Netsmart with the SEC, may be obtained free of charge at
the SEC's website at http://www.sec.gov/. In addition, stockholders
of Netsmart may obtain free copies of the documents filed with the
SEC by contacting Netsmart at (631) 968-2000 or by writing Netsmart
at 3500 Sunrise Highway, Great River, NY 11739. You may also read
and copy any reports, statements and other information filed by
Netsmart with the SEC at the SEC public reference room at 100 F
Street, N.E. Room 1580, Washington, D.C. 20549. Please call the SEC
at 1-800-SEC-0330 or visit the SEC's website for further
information on its public reference room. DATASOURCE: Netsmart
Technologies, Inc. CONTACT: Anthony Grisanti, Executive Vice
President and CFO, Netsmart Technologies, +1-631-968-2000 Web site:
http://www.ntst.com/
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