Quovadx Announces Settlement of United States Securities and Exchange Commission Investigation; No Penalty Assessed
18 7월 2007 - 7:55AM
Business Wire
Quovadx, Inc. (Nasdaq: QVDX) today announced that it has reached a
settlement agreement with the Securities and Exchange Commission
(SEC) resolving an administrative cease-and-desist proceeding filed
today against the Company in connection with the SEC�s
investigation of the financial results of the Company for 2002 and
2003. In April 2004, the Company announced that the SEC had begun a
formal investigation in connection with transactions entered into
in 2002 and 2003. This settlement agreement concludes that
investigation. There is no financial penalty associated with the
settlement by the Company. Under the terms of the settlement
agreement, Quovadx has agreed, without admitting or denying the
Commission�s findings (except as to the SEC�s jurisdiction), to
cease and desist from committing or causing any violations and any
future violations of certain provisions of the United States
securities laws. The SEC�s action concerns events that allegedly
occurred in 2002, 2003 and 2004, under prior management. Quovadx
previously disclosed that on September 29, 2006, Quovadx offered to
enter into a settlement with the SEC to settle the SEC�s
investigation, and that the settlement, if approved, would not
involve any financial penalty. As the Company has previously
announced, the Company has entered into an agreement for a merger
with affiliates of Battery Ventures VII, L.P. Under the terms of
the agreement, the Company�s shareholders will be entitled to
receive $3.20 per share for each share of the Company�s stock. As
the Company also has previously announced, the stockholder vote on
the proposed transaction will take place at a special meeting of
the Company�s stockholders scheduled for 9 a.m., local time, on
July 18, 2007, at Harlequin Plaza, North Building First Floor
Conference Room, Greenwood Village, Colorado 80111. Additional
Information about the Merger and Where to Find It This
communication refers to the proposed merger transaction involving
Quovadx, Inc. and Battery Ventures. In connection with the
transaction, Quovadx, Inc. has filed a definitive proxy statement
with the SEC. Quovadx stockholders are urged to read the proxy
statement carefully and in its entirety because it contains
important information about the proposed transaction. The
definitive proxy statement was mailed to Quovadx stockholders on or
about June�18, 2007. In addition, the proxy statement and other
documents are available free of charge from the SEC Internet Web
site, www.sec.gov. The proxy statement and other pertinent
documents also may be obtained for free at Quovadx�s web site,
www.investors.quovadx.com or by contacting Rebecca Winning via
email at rebecca.winning@quovadx.com, or by phone at 720-554-1346.
Quovadx directors, officers, other members of management and
employees may be deemed to be participants in the solicitation of
proxies in respect to the proposed transactions. Information
regarding Quovadx�s directors and executive officers is detailed in
its annual reports on Forms 10-K, and 10-K/A previously filed with
the SEC, and the definitive proxy statement on Form 14A filed with
the SEC on June 18, 2007. About Quovadx Quovadx (Nasdaq: QVDX)
offers software and services for software system development,
extension, and integration to enterprise customers worldwide.
Quovadx has two divisions, including the Integration Solutions
division (ISD), which offers private and public healthcare and
healthcare IT organizations software infrastructure to facilitate
system interoperability and leverage existing technology, and, the
Rogue Wave Software division, which provides reusable software
components and services for enterprise-class application
development and high-performance SOA. On June 18, 2007, Quovadx,
Inc. filed with the SEC a definitive proxy related to a proposed
merger with Quartzite Holdings, Inc., a wholly owned subsidiary of
Battery Ventures VII, L.P. Detailed information about Quovadx and
the proposed merger is available on the Company�s website at
www.Quovadx.com.
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