Notes:

Source of Funds: "Parent estimates that the total amount of funds required to purchase all of the outstanding shares of our common stock not currently owned by it or its affiliates, to pay the amounts owed to the holders of options and restricted stock awards under our stock plans, and to pay Parent’s and Merger Sub’s estimated fees and expenses of the merger, will be approximately $100 million. Parent and Merger Sub expect that the source of these funds and other consideration will be (i) the issuance of shares of preferred stock of Parent, with an aggregate value of approximately $50 million, to Mill Road, Ralph Rubio or other co-investors in exchange for cash and shares of our common stock, (ii) credit facilities arranged by GCI Capital Markets, LLC, a Delaware limited liability company (“GC Cap”), in an aggregate principal amount of approximately $46 million, and (iii) our cash on hand as of the effective time of the merger, excluding amounts required to fund our operations and committed capital expenditures."

Notes:

04/06/2010 - SkillSoft PLC (NASDAQ:SKIL), a leading Software as a Service (SaaS) provider of on-demand e-learning and performance support solutions for global enterprises, government, education and small to medium-sized businesses, announced that it has reached agreement on the terms of a revised recommended acquisition (the “Revised Recommended Acquisition”) for cash by SSI Investments III Limited for the increased price of $11.25 per SkillSoft share.

May 26, 2010 — SkillSoft PLC (NASDAQ: SKIL), a leading Software as a Service (SaaS) provider of on-demand e-learning and performance support solutions, announced that the acquisition of the Company by SSI Investments III Limited, a company formed by funds sponsored by each of Berkshire Partners LLC, Advent International Corporation and Bain Capital Partners, LLC (together, the “Investor Group”), was completed today. Under the terms of the transaction, pursuant to Irish law, SkillSoft shareholders will receive US$11.25 in cash for each SkillSoft share no later than June 9, 2010, a premium of approximately 15 percent over US$9.76, the closing price of SkillSoft shares on February 11, 2010, the last trading day before the first public announcement of the acquisition. The fully diluted equity value of the transaction is approximately US$1.2 billion. 

Notes:

The transaction is not subject to a financing condition. PLATO Learning expects the transaction to close in the Company's fiscal quarter ending July 31, 2010.

Notes: 

HP and Palm, Inc. (NASDAQ: PALM) today announced that they have entered into a definitive agreement under which HP will purchase Palm, a provider of smartphones powered by the Palm webOS mobile operating system, at a price of $5.70 per share of Palm common stock in cash or an enterprise value of approximately $1.2 billion. The transaction has been approved by the HP and Palm boards of directors.

At a special stockholder meeting held June 25, 2010, the stockholders of Palm, Inc. (“Palm”) approved the Agreement and Plan of Merger dated April 28, 2010 among Palm, District Acquisition Corporation and Hewlett-Packard Company (“HP”). Such approval occurred by way of the affirmative vote of a majority of the (i) holders of the outstanding shares of Palm common stock, Series B preferred stock and Series C preferred stock at the close of business on the record date, May 24, 2010, voting together as a single class on an as-converted basis, and (ii) holders of the outstanding shares of Palm common stock not beneficially owned by Elevation Partners, L.P., or its affiliates.
The transaction is expected to close on Wednesday, July 1, 2010

Notes:

Under the terms of the merger agreement, which has been approved by the boards of directors of both companies, Roma Financial will acquire all of the outstanding shares of Sterling for a total purchase price of approximately $14.7 million in cash, or $2.52 per share for each share of Sterling common stock outstanding.

Conditions: The transaction is subject to certain conditions, including requisite regulatory approval, the approval of Sterling’s stockholders, and Sterling maintaining its financial condition though the closing such that Sterling’s nonperforming assets, inclusive of troubled debt restructurings, do not exceed $30.0 million for the period from January 1, 2010 through the Closing Date, and Sterling’s tangible common equity capital being not less than $9.9 million on the Closing Date. At December 31, 2009, Sterling’s tangible common equity was $15.0 million, and its non-performing assets, inclusive of troubled debt restructurings, were $23.9 million. 

Estimated closing date: It is expected that the merger will be consummated in the third quarter of 2010.

Source of funds: "Roma’s obligation to complete the merger is not conditioned upon Roma obtaining financing. We anticipate that approximately $14.7 million will be required to pay the aggregate merger consideration to our stockholders. Roma has informed us that it expects to fund the cash requirements for the merger from available cash."

Notes:

The transaction is anticipated to close early this summer, subject to the approval of Infogroup shareholders, regulatory approvals and customary closing conditions.

6/29/2010 - Infogroup (NASDAQ: IUSA) announced that at today’s Special Meeting, the Company’s stockholders approved the merger with CCMP Capital Advisors, LLC (“CCMP”) under which affiliates of CCMP will acquire Infogroup for $8.00 per share in cash. The transaction will close promptly after the satisfaction of certain remaining conditions, which is anticipated to occur on July 1, 2010.