Quovadx (NASDAQ:QVDX)
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Quovadx, Inc. (NASDAQ: QVDX), a global software and vertical solutions
company, today announced that at the special meeting of stockholders
held today, Quovadx, Inc.'s stockholders approved the Agreement and Plan
of Merger as amended and restated on May 4, 2007 (the "Merger
Agreement"), by and between Rogue Wave Holdings, Inc. (f/k/a Quartzite
Holdings, Inc.), a wholly owned subsidiary of Battery Ventures VII,
L.P., and Quovadx, Inc. In addition, Quovadx announced that it has now
completed the merger transaction.
Under the terms of the merger agreement, Quovadx stockholders are
entitled to receive $3.20 in cash for each share of Quovadx common stock
held. Stockholders will shortly receive a Letter of Transmittal to use
in surrendering their Quovadx shares and to receive their cash merger
consideration. At the special meeting, approximately 85 percent of
shares outstanding as of the record date, May 29, 2007, were voted to
approve the Merger Agreement and the Merger. The shares that were voted
to approve the proposal constituted more than a majority of the issued
and outstanding shares of Quovadx common stock entitled to vote on the
proposal.
In addition, Quovadx stockholders voted to approve the pre-closing
restructuring of Quovadx. Approximately 84 percent of shares outstanding
as of the record date, May 29, 2007, were voted to approve a pre-closing
restructuring under which Quovadx agreed to effect the sale of certain
assets used in the operation of its Integration Solutions division to
Quovadx Holdings, Inc. (f/k/a ISD Acquisition Corp.), a wholly owned
subsidiary of Battery Ventures, immediately prior to the closing of the
merger.
The Merger Agreement, the underlying transaction and the pre-closing
restructuring proposal are described in Quovadx’s
June 18, 2007 definitive Proxy Statement as filed with the Securities
and Exchange Commission. Quovadx ceased to be a publicly reporting
company at the closing and its common stock ceased trading on the NASDAQ
Global Market Exchange at market close on July 18, 2007, and will no
longer be listed.
About Quovadx, Inc.
Quovadx (NASDAQ: QVDX) offers software and services for software system
development, extension, and integration to enterprise customers
worldwide. Quovadx has two divisions, including the Integration
Solutions division (ISD), which offers private and public healthcare and
healthcare IT organizations software infrastructure to facilitate system
interoperability and leverage existing technology, and the Rogue Wave
Software division, which provides reusable software components and
services for enterprise-class application development and
high-performance SOA. On July 18, 2007, Quovadx, Inc. completed a merger
with Rogue Wave Holdings, Inc. (f/k/a Quartzite Holdings, Inc.), a
wholly owned subsidiary of Battery Ventures VII, L.P.
About Battery Ventures
Since 1983, Battery has been investing in technology and innovation
worldwide. The firm partners with entrepreneurs and management teams
across technology sectors, geographies and stages of a company’s
life, from start-up and expansion financing, to growth equity and
buyouts.
Battery has supported many breakthrough companies around the world,
including: Airespace (acquired by Cisco), Akamai Technologies (NASDAQ:
AKAM), Cbeyond (NASDAQ: CBEY), LIFFE (acquired by Euronext), and
Neoteris (acquired by Netscreen). Its current portfolio includes
emerging firms such as Advent Solar, BladeLogic, Lion Cells, Netezza,
Spot Runner, and Tejas Networks, as well as more established companies
such as ITA Software, Consona Corporation, MetroPCS (NYSE: PCS) and Nova
Analytics.
From offices in Boston, Silicon Valley and Israel, Battery manages
nearly $3 billion in committed capital, including its current fund of
$750 million. For more information, visit www.battery.com.