Sbe (NASDAQ:SBEI)
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SBE, Inc. (NASDAQ:SBEI), a provider of high-performance IP storage
solutions serving remote back-up and disaster recovery applications, today
announced that it has signed an amendment to its previously announced
merger agreement with Neonode Inc. The amendment extends the date on
which the parties may terminate the merger agreement if closing has not
occurred, from May 31, 2007 to September 30, 2007, and specifies that
upon closing of the merger, each outstanding share of Neonode common
stock will be converted into the right to receive 3.5319 shares of SBE
common stock, subject to adjustment for stock splits, combinations,
reclassifications, reorganizations or similar corporate transactions.
SBE will also loan Neonode $1,000,000 for working capital purposes. The
loan is evidenced by a senior secured note, ranking pari passu with the
$13.8 million in Neonode senior secured notes already outstanding, and
is due and payable on September 30, 2007. More details regarding the
amendment and loan may be obtained from the Form 8-K filed today.
About SBE
SBE designs and provides IP-based storage networking solutions for an
extensive range of business critical applications, including back-up and
disaster recovery. SBE delivers a portfolio of scalable, standards-based
hardware and software products designed to enable optimal performance
and rapid deployment across a wide range of next-generation storage
systems. Based in San Ramon, California, SBE is a publicly traded
company (NASDAQ:SBEI) with products sold worldwide through direct sales,
OEMs and system integration partners. More information is available at www.sbei.com.
SBE and the SBE logo are registered trademarks of SBE, Inc.
Forward-Looking Statements
This news release contains certain forward-looking statements that
involve risks and uncertainties, including statements about consummation
of the proposed merger transaction. Such statements are only predictions
and the company's actual results may differ materially from those
anticipated in these forward-looking statements. Factors that may cause
such differences include, but are not limited to, the ability of SBE and
Neonode to comply with the closing conditions necessary in order to
consummate the transactions. These factors and others are more fully
discussed in the documents the company files from time to time with the
Securities and Exchange Commission, particularly, the company's most
recent Form 10-K and Form 10-Q.
Additional Information and Where to Find It
In connection with the proposed merger and required stockholder
approval, SBE intends to file with the Securities and Exchange
Commission, or SEC, a proxy statement on Schedule 14A that will be
mailed to the stockholders of SBE. INVESTORS AND SECURITY HOLDERS OF SBE
ARE URGED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT MATERIALS
WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED MERGER. The definitive proxy statement
will be mailed to the stockholders as of a record date to be established
for voting on the proposed merger. Investors and security holders will
be able to obtain free copies of the proxy statement, as well as other
filed materials containing information about SBE, at www.sec.gov,
the SEC's website. Investors may also access the proxy statement and the
other materials at www.sbei.com, or
obtain copies of such material by request to SBE's Corporate Secretary
at: SBE, Inc., 4000 Executive Parkway, Suite 200, San Ramon, CA 94583.
SBE and its officers and directors may be deemed to have participated in
the solicitation of proxies from SBE's stockholders in favor of the
approval of the merger. Information concerning SBE's directors and
executive officers is set forth in the publicly-filed documents of SBE.
Stockholders may obtain more detailed information regarding the direct
and indirect interests of SBE and its directors and executive officers
in the merger by reading the preliminary and definitive proxy statements
regarding the merger, which will be filed with the SEC.