http://www.beincorporated.com/To our valued shareholders, partners, and customers:
We would like to take this opportunity to thank you for the support you've given Be Incorporated over the years.
At the special meeting of stockholders, held on November 12, 2001, Be's stockholders approved the sale of substantially all of its intellectual property and other technology assets to Palm, Inc. and the dissolution of Be through the adoption of a plan of dissolution. Under the asset purchase agreement that closed on November 13, 2001, Be received Palm common stock valued at $11,000,000 and as announced Be sold for cash the Palm shares promptly following the closing.
On September 5, 2003, Be and Microsoft reached a mutually acceptable mediated settlement of an antitrust lawsuit filed by Be Inc. in February 2002, which is currently pending in the United States District Court for the District of Maryland in Baltimore. Be will receive a payment from Microsoft, after attorney's fees, in the amount of $23,250,000.00 (U.S.) to end further litigation.
Be intends to pay all of its outstanding liabilities and obligations in accordance with applicable law and the plan of dissolution. Although there is no guarantee that any assets will remain after the satisfaction of all claims and obligations, any remaining assets would be available for distribution to Be stockholders. Be intends to provide more guidance as to an estimated return to shareholders once it has completed its tax analysis and has received approval from the Delaware courts regarding its final dissolution procedure plan. Be is unable at this time to predict the precise nature, amount, and timing of any distributions.
The board of directors of Be undertook extensive activities since early 2000 to evaluate and to pursue financing alternatives for the company to allow for its continuation and the creation of value for our stockholders, but no adequate source of capital was available on terms beneficial to Be stockholders. We hired Lehman Brothers Inc. to assist us in conducting an extensive search for parties interested in a merger or acquisition transaction. Except for the asset purchase agreement that was entered into with Palm, none of the numerous discussions we held with third parties resulted in any acceptable offers or the execution of any definitive agreements.
Your board of directors also considered our anticipated prospects assuming completion of the asset sale. After due consideration of all other alternatives available to Be, including the cessation of Be's business and the initiation of bankruptcy proceedings, the board of directors concluded the completion of the asset sale and implementation of the plan of dissolution of Be was the only alternative reasonably likely to enable us to satisfy our outstanding obligations and to maximize the return of value to our stockholders.
Again, we want to extend our sincerest thanks to every one of you who helped Be Incorporated bring its contribution to the progress of desktop and internet appliance operating systems.
Sincerely,
Be Incorporated
