Interwoven, Inc. (NASDAQ: IWOV) Acquisition Fair? Investor Investigation Over ‘Unfair’ Price

PRLog (Press Release) - Jan 24, 2009 -
The Shareholders Foundation, Inc has set up a vote poll for shareholders of IWOV to vote whether the offered price is in their opinion fair or unfair?

Subsequently an investigation on behalf of Interwoven, Inc. (NASDAQ: IWOV) investors concerning breaches of fiduciary duty and other violations of state law by the board of directors of Interwoven, Inc. (Nasdaq:IWOV) arising out of their attempt to sell Interwoven to UK based Autonomy Corporation plc was announced.

If you currently own common stock in Interwoven, Inc. (NASDAQ: IWOV), you have certain options and you should contact the Shareholders Foundation, Inc. ! You can also vote whether you think the price is fair or unfair!

Email: Mail@ShareholdersFoundation.com

or Call us TODAY!

Phone: +1-(858)-779-1554

According to the press release the investigation by a law firm focuses on breaches of fiduciary duty and other violations of state law by the board of directors of Interwoven, Inc. Autonomy Corp. said Thursday it agreed to acquire software firm Interwoven Inc. for $775 million, boosting its presence in the U.S. and gaining access to the growing legal software market. Interwoven shareholders will get $16.20 for each share. Autonomy said it will place about 21.6 million shares, or 9.99% of its existing share capital, seeking to raise about £220 million ($307.6 million) to help fund the deal and it expects the deal to close in the second quarter of 2009. The balance will come from a new revolving credit facility with Barclays PLC and cash reserves.

Under the terms of the agreement, shareholders of Interwoven, Inc will receive $16.20 cash for each IWOV share of Interwoven they own, a 37% premium to Wednesday's $11.84 closing price on the Nasdaq Stock Market. Autonomy shares rose 3.8%, or 39 pence, to £10.72 ($15) in London Thursday.

According to the investigation the transaction is unfair, given that, among other things, Interwoven, Inc.'s shares (Nasdaq:IWOV) traded above $16 per share as recently as August 2008 and Interwoven, Inc reported significant earnings per share improvement and a 90.5% increase in net income in the most recent quarter as compared to the same quarter last year.

Also, the sales process Interwoven, Inc conducted was flawed, so the investigation, given that, in contravention of their fiduciary duties to maximize shareholder value, the its Board agreed to a "no-solicitation" provision and a $25 million termination fee which will ensure no superior offer will ever be forthcoming. The proposed acquisition is subject to customary conditions and regulatory approvals.

Interwoven, Inc. (Interwoven) is a provider of content management software solutions. Interwoven provides solutions for the enterprise, professional services and global capital markets. Interwoven has 4,600 customers, including 71 percent of the top 100 law firms and 100,000 corporate websites. The acquisition is expected to be completed by the second quarter of 2009 and is subject to Autonomy and Interwoven shareholder and regulatory approvals and other closing conditions.

If you currently own common stock in Interwoven, Inc. (NASDAQ: IWOV), you have certain options and you should contact the Shareholders Foundation, Inc. immediately!

Email: Mail@ShareholdersFoundation.com

or Call us TODAY!

Phone: +1-(858)-779-1554

or send us your information by mail /facsimile:


Shareholders Foundation, Inc.
Trevor Allen
3111 Camino Del Rio North - Suite 423 -
92108 San Diego
Tel:+1-(858)-779-1554
Fax:+1-(858)-605-5739
Mail@ShareholdersFoundation.com
www.ShareholdersFoundation.com
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