Netsmart Technologies Announces ISS Recommendation in Favor of Merger
March 09 2007 - 3:14PM
PR Newswire (US)
GREAT RIVER, N.Y., March 9 /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 Institutional Shareholder
Services, Inc. ("ISS"), a provider of corporate governance and
proxy voting services, has recommended that the stockholders of
Netsmart vote "FOR" the proposal to adopt the merger agreement
between Netsmart, NT Acquisition, Inc. and NT Merger Subs, Inc.,
entities, which are affiliated with Insight Venture Partners and
Bessemer Venture Partners. In reaching its conclusion, ISS
evaluated the merits of the proposed transaction. ISS concluded
"Based upon our review of the terms of transaction and the factors
described above [in its report], in particular the merger premium,
we believe that the merger agreement warrants shareholder support."
A special meeting of stockholders has been called for Thursday,
April 5, 2007 for the purpose of considering the merger agreement.
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. About Institutional Shareholder Services ISS, the
world's leading provider of corporate governance and proxy voting
solutions, is a subsidiary of RiskMetrics Group. Founded in 1985,
ISS provides proxy research, voting services and corporate
governance advisory services to financial institutions and
corporations worldwide. Together, ISS and RiskMetrics Group help
investors manage across multiple classes of interrelated risk. ISS
is headquartered in Rockville, Maryland with offices in Washington
DC, Amsterdam, Brussels, Chicago, London, Manila, Melbourne, New
York, Paris, Tokyo and Toronto. For more information on ISS, visit
http://www.issproxy.com/. 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. Netsmart and its
executive officers and directors may be deemed to be participants
in the solicitation of proxies from Netsmart stockholders in favor
of the proposed transaction. Certain executive officers and
directors of Netsmart, including James Conway and Anthony Grisanti,
have interests in the transaction that may differ from the
interests of stockholders generally, including benefits conferred
under employment arrangements and continuation of director and
officer insurance and indemnification. A more complete description
of these interests is contained in the definitive proxy statement.
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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