Entrust Announces Expiration of Hart-Scott-Rodino Waiting Period
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DALLAS, May 27 /PRNewswire-FirstCall/ -- Entrust, Inc. (Nasdaq: ENTU), today
announced the expiration of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, in connection with the proposed
acquisition of Entrust, Inc., by HAC Holdings, Inc., an entity controlled by a
private equity fund associated with Thoma Bravo, LLC.
As previously announced on April 13, 2009, Entrust entered into an Agreement
and Plan of Merger (the "Merger Agreement") by and among Entrust, HAC
Holdings, Inc., a Delaware corporation ("Newco"), and Helen Acquisition
Corporation, a Maryland corporation, and a wholly owned subsidiary of Newco
("Merger Sub").
Pursuant to the terms of the Merger Agreement, Merger Sub will be merged with
and into Entrust, and as a result Entrust will continue as the surviving
corporation and a wholly owned subsidiary of Newco (the "Merger"). Pursuant
to the Merger Agreement, at the effective time of the Merger, each issued and
outstanding share of common stock of Entrust, other than shares owned by
Entrust, Newco or Merger Sub, will be canceled and extinguished and
automatically converted into the right to receive $1.85 in cash, without
interest.
The expiration of the waiting period satisfies one of the conditions to the
closing of the Merger. Completion of the Merger remains subject to approval of
the Company's stockholders and the satisfaction or waiver of the other closing
conditions.
About Entrust
Entrust [NASDAQ: ENTU] provides trusted solutions that secure digital
identities and information for enterprises and governments in 2,000
organizations spanning 60 countries. Offering trusted security for less,
Entrust solutions represent the right balance between affordability, expertise
and service. These include SSL, strong authentication, fraud detection,
digital certificates and PKI. For information, call 888-690-2424, e-mail
entrust@entrust.com or visit www.entrust.com.
Entrust is a registered trademark of Entrust, Inc. in the United States and
certain other countries. In Canada, Entrust is a registered trademark of
Entrust Limited. All Entrust product names are trademarks or registered
trademarks of Entrust, Inc. or Entrust Limited. All other company and product
names are trademarks or registered trademarks of their respective owners.
Additional Information and Where You Can Find It
In connection with the proposed transaction, Entrust has filed a definitive
proxy statement and relevant documents concerning the proposed transaction
with the SEC. Investors and security holders of Entrust are urged to read the
proxy statement and any other relevant documents filed with the SEC because
they contain important information about Entrust and the proposed transaction.
The proxy statement and any other documents filed by Entrust with the SEC may
be obtained free of charge at the SEC's Web site at www.sec.gov. In addition,
investors and security holders may obtain free copies of the documents filed
with the SEC by Entrust by contacting Entrust Investor Relations at
david.rockvam@entrust.com or via telephone at 972-728-0424. Investors and
security holders are urged to read the proxy statement and the other relevant
materials before making any voting or investment decision with respect to the
proposed transaction.
Entrust and its directors, executive officers and certain other members of its
management and employees may, under SEC rules, be deemed to be participants in
the solicitation of proxies from Entrust's stockholders in connection with the
transaction. Information regarding the interests of such directors and
executive officers (which may be different then those of Entrust's
stockholders generally) is included in Entrust's proxy statements and Annual
Reports on Form 10-K, previously filed with the SEC, and information
concerning all of Entrust's participants in the solicitation is included in
the proxy statement relating to the proposed transaction. Each of these
documents is, or will be, available free of charge at the SEC's Web site at
www.sec.gov and from Entrust Investor Relations at www.entrust.com/investor.
SOURCE Entrust, Inc.
Investor Relations, David E. Rockvam, Chief Marketing Officer & IR of Entrust,
Inc., +1-972-728-0424, david.rockvam@entrust.com; or Media, David J.
Chamberlin, Media Relations, +1-214-669-7299,
david.chamberlin@mslworldwide.com, for Entrust, Inc.
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