SAN MATEO, Calif., Oct. 20 /PRNewswire/ -- Eloquent, Inc. (Nasdaq: ELOQ)
announced that its Board of Directors approved the adoption of a Stockholder
Rights Plan under which all stockholders of record as of November 8, 2000 will
receive rights to purchase shares of a new series of Preferred Stock.
The Rights Plan is designed to enable all Eloquent's stockholders to
realize the full value of their investment and to provide for fair and equal
treatment for all stockholders in the event that an unsolicited attempt is
made to acquire Eloquent. The adoption of the Rights Plan is intended as a
means to guard against abusive takeover tactics and is not in response to any
particular proposal.
The rights will be distributed as a non-taxable dividend and will expire
in ten years. The rights will be exercisable only if a person or group
acquires 20% or more of Eloquent's Common Stock or announces a tender offer
for 20% or more of the Common Stock. If a person acquires 20% or more of
Eloquent's Common Stock, all rightsholders except the buyer will be entitled
to acquire Eloquent's Common Stock at a discount. The effect will be to
discourage acquisitions of more than 20% of Eloquent's Common Stock without
negotiations with the Board.
The rights will trade with Eloquent's Common Stock, unless and until they
are separated upon the occurrence of certain future events. The rights
distribution is not taxable to the stockholders. Eloquent's Board of
Directors may terminate the Rights Plan at any time or redeem the rights prior
to the time a person acquires more than 20% of Eloquent's Common Stock.
Additional details regarding the Rights Plan will be outlined in a summary to
be mailed to all stockholders following the record date.
About Eloquent, Inc.
Eloquent (Nasdaq: ELOQ) is the leader in Web-based rich media business
communications solutions. Eloquent products and services quickly and
effectively transfer knowledge to large audiences over the Web using
synchronized on-demand video, audio, text and graphics. Eloquent solutions
improve an organization's ability to deploy knowledge quickly. They reduce
time-to-market, increase customer satisfaction, and enable on-demand strategic
communications that drive top-line performance-at a fraction of the cost of
traditional methods.
Eloquent's full service solution offering includes Web-based enterprise
software, content production facilities, content and application hosting, and
a complete professional services offering. Eloquent's open architecture
integrates easily with industry-leading technologies, enterprise applications,
and other digital content. Eloquent's worldwide customer base includes over 2
million users across more than 220 companies.
Except for historical information, all of the expectations and assumptions
contained in the foregoing are forward-looking statements involving risks and
uncertainties. Important factors that could cause actual results to differ
materially from such forward-looking statements include, but are not limited
to, competition in our markets and for qualified personnel, timing of customer
orders and technological change. For additional information regarding these
and other risks refer to Eloquent's Form 10-Q for the quarter ended June 30,
2000, filed with the Securities and Exchange Commission.
Eloquent and the Eloquent logo are trademarks of Eloquent, Inc. All other
trademarks are the property of their respective owners.
SOURCE Eloquent, Inc.
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CONTACT: John Curson, Chief Financial Officer of Eloquent, 650-294-6500, or Jcurson@eloquent.com, or Allison Parker, Analyst Contact, Pam Roberts, General Inquiries, or Chris Wood, Financial Media, all of The Financial Relations Board, 415-986-1591
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