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First Virtual Communications, Inc. Receives $5.2 Million Stalking Horse Bid Led by Millennium Technology Value Partners.


REDWOOD CITY Redwood City, city (1990 pop. 66,072), seat of San Mateo co., W Calif., on San Francisco Bay; inc. 1868. Manufactures include commmunications, electrical, electronic, and medical equipment. , Calif. -- Bankruptcy Court bankruptcy court n. the specialized Federal court in which bankruptcy matters under the Federal Bankruptcy Act are conducted. There are several bankruptcy courts in each state, and each one's territory covers several counties.  Finalizes Process For Additional Proposals For Chapter 11; Company Obtains Final Approval on $2 Million DIP Financing

At a hearing on February 14, 2005, the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area.  Bankruptcy Court for the Northern District of California granted First Virtual Communications, Inc. (Pink Sheets: FVCCQ.PK) the following relief:

--Final approval of the procedures and timing for interested parties to submit competing proposals in connection with the Company's restructuring efforts based on an improved "stalking horse Stalking horse

In bankruptcy proceedings, this refers to the company that first bids for the companies assets.
" bid of approximately $5.2 million for the company from Millennium Technology Value Partners, L.P. and First Virtual's secured lenders, and;

--Final approval for a $2 million Debtor in Possession debtor in possession n. in bankruptcy proceedings when a debtor has filed for the right to submit a plan for reorganization or refinancing under Chapter 11, and the debtor is allowed to continue to manage his/her/its business without an appointed trustee, that debtor  (DIP) credit facility to stabilize business during Chapter 11 reorganization.

"The Company has made great strides to date in its reorganization. First Virtual entered Chapter 11 with a letter of intent for the sale of its assets for $5 million, and the Company is now launching a competitive bidding Competitive bidding

A securities offering process in which securities firms submit competing bids to the issuer for the securities the issuer wishes to sell.


competitive bidding

1.
 process for restructuring proposals with a definitive agreement for more than $5.2 million in consideration," reported CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board.  Jonathan Morgan. Pursuant to an asset purchase agreement executed on February 12, 2005, an investment partnership led by Millennium Technology Value Partners, L.P. a New York-based private equity fund, and the Company's other secured lenders made a proposal for substantially all of the Company's assets through a credit-bid of $5.2 million, $250,000 in cash and assumption of costs payable at closing.

"We recognize the value in the world-class product solutions that First Virtual develops, markets, and supports and we are prepared to assist the company through the DIP period as well as once First Virtual emerges from Chapter 11 reorganization," said Tom Todaro, a Senior Advisor In some countries, a Senior Advisor is an appointed position by the Head of State to advise on the highest levels of national and government policy. Sometimes a junior position to this is called a National Policy Advisor.  of Millennium Technology Value Partners, L.P.

"The Company expects a robust competitive process." Morgan also confirmed. The order approved by the Bankruptcy Court requires that competing proposals for the company be submitted by February 21, 2005. A final determination will be made on February 28, 2005. The initial proposal by the Company's secured lenders sets the baseline for the bidding process. Any subsequent offers must satisfy the conditions set forth in the Bankruptcy Court's order in order to qualify for the auction.

Following interim approval of the DIP credit facility on January 26, 2005, the Company recalled 56 employees that had been furloughed at the beginning of January. Final approval allows the company to continue resumed operations as planned. CEO Jonathan Morgan commented, "The Company and its employees are committed to the business and it's restructuring. We now have the appropriate resources and will continue to provide our next generation products and support to our installed-based customers, partners, and new prospects."

About First Virtual Communications, Inc.

First Virtual Communications creates leading software products that enable interactive voice, video and data collaboration See data conferencing.  over IP-based networks. Through its products, First Virtual provides cost-effective, integrated end-to-end solutions for large-scale deployments from the desktop to the conference room. It also enables best-of-breed collaborative conferencing solutions to be extended to ISDN ISDN
 in full Integrated Services Digital Network

Digital telecommunications network that operates over standard copper telephone wires or other media.
 and ATM networks.

The company's flagship product A primary product of a company, which is typically why the company was founded and/or what made it well known. For example, MS-DOS, Windows and the Microsoft Office suite have been flagship products of Microsoft. CorelDRAW is a flagship product of Corel Corporation. , Click to Meet(TM), provides a complete framework for delivering a new generation of video-enabled web collaboration applications. Click to Meet(TM) can be integrated seamlessly into popular enterprise messaging and collaboration environments such as Microsoft Exchange/Outlook and Windows Messenger The instant messaging (IM) client in Windows XP. Windows Messenger is the XP counterpart to MSN Messenger, both of which have been upgraded to Windows Live Messenger. Organizations can use the instant messaging capabilities in Microsoft Exchange to set up a private IM system.  as well as IBM (International Business Machines Corporation, Armonk, NY, www.ibm.com) The world's largest computer company. IBM's product lines include the S/390 mainframes (zSeries), AS/400 midrange business systems (iSeries), RS/6000 workstations and servers (pSeries), Intel-based servers (xSeries)  Lotus Groupware Environments. First Virtual serves its customers through a worldwide network of resellers and partners. More information about First Virtual Communications can be found at www.fvc.com.

About Millennium Technology Value Partners, L.P.

Millennium Technology Value Partners, L.P., is a New York-based private equity fund formed in 2004 to pursue an innovative value-centric approach to venture capital and technology investing. Transactions range from secondary direct and limited partnership investments to corporate spin-offs of non-core assets to value-oriented public market investments. For additional information please visit www.mtvlp.com.

Cautionary Statement Regarding Forward-Looking Information and Other Matters

Statements made in this release which address activities, events or developments that we expect or anticipate may occur in the future are forward-looking statements within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995 that reflect the company's current views with respect to current and future events and financial performance. Such forward-looking statements are and will be, as the case may be, subject to many risks, uncertainties and factors relating to relating to relate prepconcernant

relating to relate prepbezüglich +gen, mit Bezug auf +acc 
 the company's operations and business environment which may cause the actual results of the company to be materially different from any future results, express or implied, by such forward-looking statements. Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, the following: the ability of the company to continue as a going concern; the ability of the company to access working capital, including, but not limited to, the use of cash collateral or debtor-in-possession financing Debtor-in-possession financing

New debt obtained by a firm during the Chapter 11 bankruptcy process, Federal Bankruptcy Rule 4001 (c)(1). This financing is unique because it is secured, that is, it has priority over existing debt, equity and other claims.
; the company's ability to obtain Bankruptcy Court approval with respect to motions in the Chapter 11 proceeding prosecuted by it from time to time; the ability of the company to develop, prosecute, confirm and consummate one or more transactions for the sale of the company's assets or other change of control transactions under a plan or plans of reorganization with respect to the Chapter 11 cases; risks associated with third parties seeking and obtaining the Bankruptcy Court's approval to terminate or shorten the exclusivity period for the company to propose and confirm one or more plans of reorganization, for the appointment of a Chapter 11 trustee or to convert the cases to Chapter 7 cases; the ability of the company to obtain and maintain normal terms and relationships with vendors, service providers and employees; the company's ability to maintain contracts that are critical to its operations; any adverse impact on us from the special investigation and restatement of previously announced financial results; any adverse impact arising from the delay in filing required periodic reports; the company's potential inability to maintain business relationships with the company's integrators, distributors and suppliers; and other risk factors set forth in the company Annual Report on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 for the year ended December 31, 2003 and in the company's other public filings with the SEC, or in other filings made, from time to time, by the company with the Securities and Exchange Commission. The forward-looking statements speak only as of the date when made and the company does not undertake to update such statements.
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No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2005, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Feb 18, 2005
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