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8-K - FORM 8-K - NAVISITE INC | b81712e8vk.htm |
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact:
Jim Pluntze
978-946-8611
jpluntze@navisite.com
978-946-8611
jpluntze@navisite.com
NaviSite Reports on SEC Filing by Atlantic Investors, LLC
Andover,
MA, July 19, 2010 NaviSite, Inc. (NASDAQ: NAVI) today announced that its board of
directors has received a proposal letter, dated July 12, 2010, from Atlantic Investors, LLC to
acquire all of the outstanding shares of common stock of NaviSite not currently owned by Atlantic
for $3.05 per share in cash. Atlantic owns approximately 36.6% of NaviSites outstanding common
stock and approximately 33.0% in voting power of NaviSites outstanding capital stock. Atlantics
proposal is conditioned upon, among other things, Atlantics ability to obtain the necessary
financing to complete the potential transaction. Arthur P. Becker, NaviSites Chief Executive
Officer and a member of its board of directors, is a managing member of Madison Technology LLC, a
managing member of Atlantic. Andrew Ruhan, the Chairman of NaviSites board of directors, holds an
equity interest in Unicorn Worldwide Holdings Limited, a managing member of Atlantic.
NaviSites board of directors has formed a special committee of independent directors to consider
the proposal and any alternative thereto. The members of the special committee are James Dennedy,
Thomas R. Evans and Larry Schwartz.
The board of directors cautions NaviSites stockholders and others considering trading in its
securities that no decisions have been made by the board of directors with respect to NaviSites
response to the proposal. There can be no assurance that any agreement will be executed or that
this or any other transaction will be approved or consummated. The proposal is subject to the
approval of the special committee, the board of directors and NaviSites stockholders.
About NaviSite
NaviSite, Inc. (NASDAQ: NAVI) is the premier provider of complex hosting, application management
and managed cloud services for enterprises. NaviSite provides a full suite of reliable and scalable
managed services, including Application Services, industry-leading Enterprise Hosting, and Managed
Cloud Services for enterprises looking to outsource IT infrastructure and lower their capital and
operational costs. Over 1,400 customers depend on NaviSite for customized solutions, delivered
through a global
400 Minuteman Road, Andover, MA 01810, P. 978-682-8300, F. 978-688-8100 | www.navisite.com | |
footprint of state-of-the-art data centers supported by approximately 600 professionals. For more
information on NaviSite services, please visit www.navisite.com.
Forward Looking Statements
This press release contains statements that are forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These statements are based on current
expectations about future events. These statements are not guarantees of future events and involve
risks, uncertainties and assumptions that are difficult to predict. Therefore, actual events may
differ materially from what is expressed in such forward-looking statements due to numerous
factors. These include the uncertainties set forth in this press release regarding whether an
acquisition of NaviSite will be consummated upon the terms proposed by Atlantic, or at all. Further
information and risks regarding factors that could affect our business, operations, financial
results or financial positions are discussed from time to time in NaviSites Securities and
Exchange Commission filings and reports. We want to caution you not to place undue reliance on any
forward-looking statements. We undertake no obligation to publicly update any forward-looking
statements, whether as a result of new information, future events or otherwise.
# # #
All logos, company and product names may be trademarks or registered trademarks of their respective
owners.
400 Minuteman Road, Andover, MA 01810, P. 978-682-8300, F. 978-688-8100 | www.navisite.com | |