not sure but i think this mean the lawyers get paid but we don't.
Shiva Corporation Signs Memorandum of Understanding for Possible Settlement of 1998 Shareholder Lawsuits
BEDFORD, Mass., Feb. 11 /PRNewswire/ -- Shiva Corporation (Nasdaq: SHVA) today announced that it has signed a Memorandum of Understanding ("MOU") with the plaintiffs in shareholder actions filed in 1998 against the Company and certain of its directors in connection with the Company's proposal to merge with Intel Corporation. In addition, the Company will begin mailing today a Supplement to the Shiva Corporation's Proxy Statement dated January 22, 1999. The Supplemental Proxy Statement contains, among other things, the unaudited results for the fiscal fourth quarter and the full year ended 1998 as contained in Annex A. The Supplemental Proxy Statement, including the financial results, are also available on the SEC EDGAR website at www.sec.gov.
The MOU reflects an agreement in principle to settle these shareholder actions. The MOU is subject to a number of conditions, including determination by the plaintiffs' counsel (after completion of reasonable and necessary discovery) that the settlement provided for in the MOU is fair and adequate to the class that plaintiffs seek to represent. If this condition is satisfied, the plaintiffs will not seek to prevent the consummation of the merger.
Any settlement pursuant to the MOU will be subject to court approval and the satisfaction of the conditions described in the MOU. The proposed settlement will, among other things, provide for the release of certain claims of the proposed class in exchange for the Company having distributed the Supplemental Proxy Statement, and payment by the Company of certain reasonable fees and expenses of the plaintiffs' counsel as determined by the court. The parties intend to ask the court, before approval of any settlement, to provide the proposed class with notice and an opportunity to be heard. The MOU does not provide for the release of appraisal rights provided under Massachusetts General Laws chapter 156B, sections 85 to 98.
The Company will be mailing duplicate proxy cards as part of the supplemental proxy materials. Shareholders who have already voted and do not wish to change their votes need not take any further action. Shareholders that have not yet voted or are changing their vote must return their properly completed, signed, and dated proxies prior to the February 26, 1999 meeting date. The Company has retained the services of Morrow & Co., Inc. in connection with its proxy solicitation. Any questions regarding the proxy materials or voting process can be directed to Morrow at 1-800-662-5200.
SHIVA CONNECTS
Shiva Corporation (Nasdaq: SHVA) is a leading, global provider of remote access for business. Shiva connects employees, customers and partners securely and reliably to business networks with integrated telephone network and Internet-based solutions. Its products, known for their ease of use, are inexpensive to operate, easy to manage and have the right features. The company was founded in 1985, and is based in Bedford, Mass., with offices worldwide. (www.shiva.com)
Shiva, Shiva with design (the company logo), NetModem, NetModem/E, NetBridge, NetSerial, TeleBridge, Hublet, LanRover, LanRover Access Switch, AirSoft, ShivaPPP, ShivaIntegrator, ShivaPort, Shiva AccessPort, PowerBurst, PowerSurf, WebRover, ISSAK and EtherGate are registered trademarks of Shiva Corporation. Shiva Connects, VantagePath, ShivOS, Tariff Management, ShivaRemote, Shiva Dial-In SDK, Remote-Centric and DIAT are trademarks of Shiva Corporation. All other trademarks belong to their respective companies.
NOTE: Shiva's solutions compete with products from the following companies, among others: Ascend, Checkpoint, Cisco, Lucent, Nortel, Red Creek, 3Com, VPNet, TimeStep.
SOURCE Shiva Corporation
CO: Shiva Corporation |
