Printer Friendly

ePresence Announces Sale of its Majority Owned Subsidiary Switchboard, Inc. to InfoSpace, Inc.

Business Editors/High-Tech Writers

WESTBORO, Mass.--(BUSINESS WIRE)--March 26, 2004

ePresence, Inc. (NASDAQ: EPRE) today announced that its majority owned subsidiary Switchboard, Incorporated (NASDAQ: SWBD) ("Switchboard") has reached a definitive agreement with InfoSpace, Inc. to be acquired for $7.75 per share in cash. Subject to shareholder and regulatory approval, the transaction is expected to close in the second half of 2004. The sale of Switchboard will result in gross proceeds to ePresence of approximately $76.0 million based on the Company's ownership of 9.8 million shares of Switchboard stock. The Company will proceed to obtain shareholder approval of the sale of its Switchboard holdings as part of its special meeting to approve its previously announced plan of liquidation.

ePresence currently expects to file a revised preliminary proxy statement in April 2004, which will incorporate ePresence's fourth-quarter and year-end 2003 financial results. The Company plans to hold its special meeting of stockholders in the second quarter of 2004.

About ePresence

ePresence, Inc. (NASDAQ: EPRE) is a market leader in delivering Security and Identity Management (SIM) solutions that help companies reduce cost, enhance security, improve customer service and increase revenues. Its highly focused solutions leverage technologies such as enterprise directories, metadirectories, single sign-on and provisioning systems, and have enabled numerous Fortune 1000-class companies to efficiently and securely provide personalized access to digital resources, thus maximizing the ROI of their IT-based initiatives. ePresence is headquartered in Westboro, Massachusetts and can be reached at (800) 222-6926 or online at www.epresence.com.

ePresence and the ePresence logo are servicemarks of ePresence, Inc. in the United States. All other servicemarks, trademarks or logos are marks and logos of their respective owners.

Important Additional Information Will Be Filed With The SEC

ePresence plans to file with the SEC and mail to its shareholders a Proxy Statement in connection with the proposed sale of its services business assets to Unisys Corporation, the proposed sale of Switchboard shares to InfoSpace, and the proposed liquidation and dissolution. The Proxy Statement will contain important information about ePresence, Switchboard, InfoSpace and the matters submitted for shareholder approval. Investors and shareholders are urged to read the Proxy Statement carefully when it is available.

Investors and shareholders will be able to obtain free copies of the Proxy Statement under Schedule 14A and other documents filed with the SEC by ePresence, Inc. through the website maintained by the SEC at www.sec.gov. In addition, investors and shareholders will be able to obtain free copies of the Proxy Statement from ePresence by contacting the corporate secretary of ePresence at (508) 898-1000.

ePresence and its directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed sale of the service business assets to Unisys, the sale of Switchboard shares to InfoSpace, and liquidation and dissolution of ePresence. Information regarding ePresence's directors and executive officers is contained in ePresence's Form 10-K for the year ended December 31, 2002, Form 10-Q for the quarter ended September 30, 2003, definitive Proxy Statement dated April 21, 2003 in connection with ePresence's 2003 Annual Meeting of Shareholders and preliminary Proxy Statement relating to the proposed Special Meeting of Stockholders, which are filed with the SEC. Information regarding Switchboard's directors and executive officers is contained in Switchboard's Form 10-K for the year ended December 31, 2002, Form 10-Q for the quarter ended September 30, 2003 and definitive Proxy Statement dated March 28, 2003 in connection with Switchboard's 2003 Annual Meeting of Shareholders, which are filed with the SEC. Information regarding InfoSpace's directors and executive officers is contained in InfoSpace's Form 10-K for the year ended December 31, 2003 and definitive Proxy Statement dated May 5, 2003 in connection with InfoSpace's 2003 Annual Meeting of Shareholders, which are filed with the SEC. As of February 29, 2004, ePresence's directors and executive officers beneficially owned approximately 7,515,331 shares (assuming the exercise of all vested options), or approximately 28 percent, of ePresence's common stock. A more complete description will be available in the definitive Proxy Statement.

Forward-looking Statements

ePresence, Inc. ("ePresence" or the "Company") noted that each of the above statements about the Company's business and financial outlook, the proposed transaction between ePresence and Unisys, the proposed transaction between Switchboard and InfoSpace, plan to liquidate and estimated timing and proceeds thereof, operations and performance, and any other statements using the terms "expect," "anticipate," "target," "plan," "believe," "will," and other similar terms and any other statements in this press release which are not historical facts are forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations and could differ materially from actual results or events based on various important factors, including, without limitation, any failure to satisfy the closing conditions to the sale of the Company's services business to Unisys; any failure to satisfy the closing conditions to the sale of the Switchboard shares to InfoSpace; any delays or failure of the Company to obtain approval from the Securities and Exchange Commission to mail its definitive proxy materials; costs and liabilities in excess of, or lower than, those currently anticipated by the Company; and any delays or difficulties in implementing the plan of liquidation. For further information on these and other risks, uncertainties, and factors, please review the Company's Form 10-K for 2002, the Company's Form 10-Q for the quarter ended September 30, 2003, Switchboard's Form 10-K for 2002, Switchboard's Form 10-Q for the quarter ended September 30, 2003 and InfoSpace's Form 10-K for 2003. The forward-looking statements made in this press release relate only to events as of the date on which the statements are made and the Company undertakes no obligation to update these forward-looking statements.
COPYRIGHT 2004 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2004, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

 Reader Opinion

Title:

Comment:



 

Article Details
Printer friendly Cite/link Email Feedback
Publication:Business Wire
Geographic Code:1USA
Date:Mar 26, 2004
Words:958
Previous Article:MemberWorks Announces Offering of $150 Million of Senior Notes.
Next Article:MAAX Introduces All-New Urban Series: The Total-Look Minimalist Bathroom Suite.
Topics:


Related Articles
Banyan Systems Completes Realignment of Its Switchboard Subsidiary's Relationship With America Online.
ePresence Announces Third-Quarter 2001 Financial Results.
ePresence Files Second Quarter 10-Q, First Quarter 10-Q/A And Amended Statements for Fiscal Year 2001.
ePresence Announces Third-Quarter 2002 Financial Results.
ePresence Provides Fourth-Quarter Update; Company Takes Action to Reduce Operating Costs.
ePresence Announces Fourth-Quarter 2002 Financial Results.
ePresence Announces First-Quarter 2003 Financial Results.
ePresence Announces Second-Quarter 2003 Financial Results; Company Sequentially Increases Revenues and Improves Bottom Line.
ePresence Provides Update on the Sale of its Services Business and Plan of Liquidation.
ePresence Stockholders Approve Plan of Liquidation and Dissolution.

Terms of use | Copyright © 2014 Farlex, Inc. | Feedback | For webmasters