MENLO PARK, Calif.--(Business Wire)--
KANA Software (OTCBB:KANA), a world leader in multi-channel customer service
solutions, today responded to the attempt by KVO Partners LLC to nominate a
candidate for election to KANA`s Board of Directors.
On Friday, June 19, KVO Partners, LLC disseminated a press release announcing
the purported nomination of an alternative director. KVO Partners` attempt to
nominate a director is not valid, as it does not comply with KANA`s Bylaws.
Article II, Section 11 of KANA`s Bylaws requires that "nominations by
stockholders must be preceded by notification in writing received by the
secretary of the corporation not less than one-hundred twenty (120) days prior
to any meeting of stockholders called for the election of directors." The Bylaws
further provide that the "presiding officer of the meeting shall have the
authority to determine and declare to the meeting that a nomination not preceded
by notification made in accordance with the foregoing procedure shall be
disregarded." As this deadline has long since passed, the attempted nomination
last week of another proposed director is not timely, and so is not valid under
KANA`s Bylaws.
KANA also said, "It has additionally come to our attention that KVO has filed a
request for an injunction in the Delaware courts to delay our scheduled meeting
to give KVO time to nominate an alternative board member. We believe KVO`s
request is without merit, given the fact that the bylaw provision at issue,
which sets the deadline for stockholder nominations, has been part of our
bylaws, and publicly available, for many years, and that KVO itself has admitted
in their complaint that they were aware of this deadline, and had determined to
nominate a candidate, well in advance of the deadline, but still failed to take
action until after the deadline had passed. Accordingly, KVO and our other
stockholders have had a full opportunity to nominate candidates prior to this
deadline."
KANA also reminded stockholders that the company`s 2009 Annual Meeting of
Stockholders is to be held at the offices of Fenwick & West LLP, 801 California
Street, Mountain View, California, on July 15, 2009, at 10:00 a.m., Pacific
Time. Stockholders of record at the close of business on June 11, 2009 are
entitled to notice of and to vote at our 2009 Annual Meeting of Stockholders or
any adjournment of our 2009 Annual Meeting of Stockholders. If you have any
questions, or need assistance in voting your shares, please call our proxy
solicitor, Innisfree M&A Incorporated, toll-free at (888) 750-5834.
About KANA
KANA Software, Inc. is a world leader in multi-channel customer service. KANA's
solutions allow companies to deliver consistent service across all channels,
including email, chat, call centers, and Web self-service, giving their
customers the freedom to choose the service they want, how and when they want
it. KANA's clients report double-digit increases in customer satisfaction, while
reducing call volumes by an average of 20%. KANA's award-winning solutions are
proven in hundreds of companies worldwide, including approximately half of the
Fortune 50. For more information, visit www.kana.com or call 1-800-737-8738.
NOTE: KANA is a registered trademark of KANA Software, Inc. All other company
and product names may be trademarks of their respective owners.
KANA Software
650-614-8160 (Investors)
InvestorRelations@KANA.com
or
New Venture Communications for KANA
Ted Rossman, 914-432-7083 (Press/Media)
trossman@newventurecom.com
Lauren Dresnick, 650-343-2735 (Press/Media)
ldresnick@newventurecom.com
Copyright Business Wire 2009
