On January 3, 2009, Selectica, Inc. (Nasdaq:SLTC) announced that it had
exchanged each right previously outstanding under its rights agreement
at the close of business on January 2, 2009 for one share of its common
stock (the "Exchange”). On January 5, 2009, the Nasdaq halted trading in
the Company’s common stock on the NASDAQ Global Stock Market. The
Company is working to complete the registration of record ownership of
the transfer of the new shares of common stock that were issued in the
Exchange and will notify stockholders about the transfer process as soon
as possible. The Company will also notify shareholders when it expects
trading in its common stock to resume.
As previously disclosed, the Exchange did not apply to rights previously
owned by Versata Enterprises, Inc., Trilogy, Inc. and certain related
persons (collectively, "Versata”) whose rights became void under the
rights agreement as a result of Versata becoming an "Acquiring Person”
under the rights agreement on December 19, 2008. As a result of the
Exchange, each stockholder other than Versata became the owner of one
additional share for each share of the Company’s common stock and now
owns twice the number of shares held before the Exchange.
Based upon its most recently available information, Selectica had
approximately 28.7 million shares of common stock outstanding before the
Exchange, including approximately 1.9 million shares held by Versata,
assuming that Versata continued to hold the shares reported on its most
recent Schedule 13D as filed with the Securities and Exchange Commission
on December 22, 2008. As a result of the Exchange, the number of
outstanding shares of Selectica’s common stock as of close of business
on January 2, 2009 increased by approximately 26.8 million shares to a
total of approximately 55.5 million shares. Since the Company did not
raise additional capital as a result of the Exchange, when trading in
Selectica's common stock resumes, investors should expect the share
price to adjust downwards to reflect the issuance of the new shares from
the Exchange.
About Selectica, Inc.
Selectica (Nasdaq: SLTC) provides its customers with software solutions
that automate the complexities of enterprise contract management and
sales configuration lifecycles. The company’s high-performance solutions
underlie and unify critical business functions including sourcing,
procurement, governance, sales and revenue recognition. Selectica has
been providing innovative, enterprise-class solutions for the world’s
largest companies for over 10 years and has generated substantial
savings for its customers. Selectica customers represent leaders in
manufacturing, technology, retail, healthcare and telecommunications,
including: ABB, Ace Hardware, Bell Canada, Cisco, Covad Communications,
General Electric, Hitachi, International Paper, Juniper Networks, Levi
Strauss & Co., Rockwell Automation, Tellabs, and 7-Eleven. Selectica is
headquartered in San Jose, CA. For more information, visit the company’s
Web site at www.selectica.com.
"Safe Harbor” Statement under the Private Securities Litigation
Reform Act of 1995
Certain statements in this release and elsewhere by Selectica are
forward-looking statements within the meaning of the federal securities
laws and the Private Securities Litigation Reform Act of 1995. Such
information includes, without limitation, business outlook, assessment
of market conditions, anticipated financial and operating results,
strategies, future plans, contingencies and contemplated transactions of
the Company. Such forward-looking statements are not guarantees of
future performance and are subject to known and unknown risks,
uncertainties and other factors which may cause or contribute to actual
results of Company operations, or the performance or achievements of the
Company or industry results, to differ materially from those expressed,
or implied by the forward-looking statements. In addition to any such
risks, uncertainties and other factors discussed elsewhere herein,
risks, uncertainties and other factors that could cause or contribute to
actual results differing materially from those expressed or implied for
the forward-looking statements include, but are not limited to
fluctuations in demand for Selectica’s products and services; changes to
economic growth in the U.S. economy; government policies and
regulations, including, but not limited to those affecting the Company’s
industry; and risks related to the Company’s past stock granting
policies and related restatement of financial statements. Selectica
undertakes no obligation to publicly update any forward-looking
statements, whether as a result of new information, future events or
otherwise. Additional risk factors concerning the Company can be found
in the Company’s most recent Form 10-KSB, and other reports filed by the
Company with the Securities and Exchange Commission.