Donald E. Brown, Interactive Intelligence founder, president, and CEO
Interactive Intelligence, a global provider of unified IP business communications solutions, will ask shareholders at its 2011 annual shareholder meeting to vote on a proposal to reorganize the company as a holding company incorporated in Indiana.
If the reorganization is approved by shareholders at the annual meeting, in the reorganization:
- Each outstanding share of Interactive Intelligence common stock will automatically convert into one share of common stock of a new Indiana corporation named Interactive Intelligence Group, Inc. (ININ Group), and the current shareholders of Interactive Intelligence will become shareholders of this new Indiana holding company on a one-for-one basis, holding the same number of shares and the same ownership percentage after the reorganization as they held prior to the reorganization.
- Interactive Intelligence will become a wholly owned subsidiary of ININ Group.
- All current subsidiaries of Interactive Intelligence will become direct or indirect subsidiaries of ININ Group.
- Each of the outstanding options to acquire shares of Interactive Intelligence common stock will become options to acquire an identical number of shares of ININ Group common stock with the same terms and conditions as before the reorganization.
- Each outstanding restricted stock unit for shares of Interactive Intelligence common stock will become a restricted stock unit for an identical number of shares of ININ Group common stock.
- It is expected that the Interactive Intelligence board of directors and executive officers will hold the same positions with ININ Group.
- ININ Group is expected to be listed on Nasdaq under “ININ,” the current Interactive Intelligence symbol.
Upon completion of the reorganization, ININ Group would replace Interactive Intelligence as the publicly held corporation. The reorganization would generally be tax-free for Interactive Intelligence shareholders. The reorganization is more fully described in the proxy statement/prospectus relating to the annual meeting of shareholders.
The primary objectives of the reorganization are to provide the company with enhanced strategic, operational, and financing flexibility, improve its ability to determine financial results and profitability of different lines of business, and better manage tax expenses and exposure to liabilities.
“In recent years we’ve made technology company acquisitions that have complemented our core IP business communications solutions, and extended our addressable market into new areas such as content management and accounts receivable management,” said Interactive Intelligence founder, president, and CEO, Dr. Donald E. Brown. “Our vision is to continue to evolve with similar acquisitions, and this reorganized company structure will enable us to make the best use of our overall infrastructure, while enabling each business to focus on its unique customer needs.”
The record date, and the date, time and place of the 2011 annual meeting of shareholders will be announced by Interactive Intelligence at a later time.