This Day On The Street
Continue to site
ADVERTISEMENT
This account is pending registration confirmation. Please click on the link within the confirmation email previously sent you to complete registration.
Need a new registration confirmation email? Click here

LookSmart Responds To Second Extension Of Unsolicited Offer By PEEK Investments And Baseless Statements Made By Snowy August Management

SAN FRANCISCO, Aug. 30, 2012 (GLOBE NEWSWIRE) -- LookSmart, Ltd. (Nasdaq:LOOK), an online advertising network solutions company, today issued the following statement regarding PEEK Investments LLC's ("Peek") decision to extend, for a second time, its unsolicited tender offer to acquire shares of LookSmart for $1.00 in cash per common share. The Company also responded to the unsubstantiated and misleading statements made today by Snowy August Management LLC ("Snowy August"), a member of the consortium sponsoring Peek's tender offer.

"Our Board strongly believes the terms of Peek's offer and the tactics which they are pursuing are coercive," said Scott Kauffman, Chairman of the Board of LookSmart and Chair of the Special Committee of the Board evaluating strategic alternatives.  "The $1.00 per share offer price is not in the best interests of LookSmart's stockholders, as LookSmart's stock has recently traded above the offer price, the Company has received and is pursuing other indications of interest at valuations exceeding $1.00 per share, and the Company is continuing to execute on a strategic plan designed to enhance both near term and long term value." 

"Moreover, Peek has stated that it has no intention of buying non-tendered shares in a second step merger, and Peek has stated that the Company may be delisted and deregistered after it closes the offer. Further, Peek has threatened that if it does close the offer, it might begin acquiring non-tendering shares at prices lower than the offer price or in exchange for consideration other than cash. This highly coercive structure appears designed to force our stockholders to tender or risk the possibility of holding an illiquid security in a controlled company.  The short-term rights plan our Board unanimously adopted protects our stockholders from this coercive tactic," continued Mr. Kauffman. "By Peek's own count, only 42% of the shares not owned by Peek had tendered. Allowing the offer to close would risk leaving a majority of the non-Peek holders in an illiquid, minority position," he concluded. 

1 of 3

Check Out Our Best Services for Investors

Action Alerts PLUS

Portfolio Manager Jim Cramer and Director of Research Jack Mohr reveal their investment tactics while giving advanced notice before every trade.

Product Features:
  • $2.5+ million portfolio
  • Large-cap and dividend focus
  • Intraday trade alerts from Cramer
Quant Ratings

Access the tool that DOMINATES the Russell 2000 and the S&P 500.

Product Features:
  • Buy, hold, or sell recommendations for over 4,300 stocks
  • Unlimited research reports on your favorite stocks
  • A custom stock screener
Stocks Under $10

David Peltier uncovers low dollar stocks with serious upside potential that are flying under Wall Street's radar.

Product Features:
  • Model portfolio
  • Stocks trading below $10
  • Intraday trade alerts
14-Days Free
Only $9.95
14-Days Free
Dividend Stock Advisor

David Peltier identifies the best of breed dividend stocks that will pay a reliable AND significant income stream.

Product Features:
  • Diversified model portfolio of dividend stocks
  • Updates with exact steps to take - BUY, HOLD, SELL
Trifecta Stocks

Every recommendation goes through 3 layers of intense scrutiny—quantitative, fundamental and technical analysis—to maximize profit potential and minimize risk.

Product Features:
  • Model Portfolio
  • Intra Day Trade alerts
  • Access to Quant Ratings
Options Profits

Our options trading pros provide over 100 monthly option trading ideas and strategies to help you become a well-seasoned trader.

Product Features:
  • Actionable options commentary and news
  • Real-time trading community
SYM TRADE IT LAST %CHG

Markets

DOW 17,730.11 -27.80 -0.16%
S&P 500 2,076.78 -0.64 -0.03%
NASDAQ 5,009.2140 -3.9090 -0.08%

Free Reports

Top Rated Stocks Top Rated Funds Top Rated ETFs