FILED PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933, AS AMENDED
FILING COMPANY: CLEARONE COMMUNICATIONS, INC., REGISTRATION NO. 333-82242
SUBJECT COMPANY: E.MERGENT, INC.
FOR IMMEDIATE RELEASE
CONTACT:
Bryce Benson, Investor/Media Relations James Hansen, Chief Executive Officer
ClearOne Communications Inc. E.mergent Inc.
Phone: 1.801.974.3786, 1.800.945.7730 Phone: 763-201-2624
Fax: 1.801.977.0087 E-mail: jhansen@emergentincorporated.com
E-mail: bryce.benson@clearone.com
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SEC Declares Effective ClearOne Registration Statement
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E.mergent Stockholder Meeting Set for May 31, 2002
SALT LAKE CITY and GOLDEN HILLS, Minn., May 7, 2002--ClearOne Communications
Inc. (Nasdaq: CLRO) and E.mergent Inc. (Nasdaq: EMRT) today announced that the
Securities and Exchange Commission has declared effective the registration
statement on Form S-4 filed by ClearOne for the issuance of ClearOne stock in
its proposed merger with E.mergent. ClearOne and E.mergent announced a
definitive agreement on Jan. 21, 2002, under which ClearOne agreed to acquire
E.mergent for a combination of cash and shares of ClearOne stock.
Proxy materials will soon be mailed to all E.mergent stockholders to approve the
proposed merger. E.mergent stockholders as of April 5, 2002, will be entitled to
vote on the merger at a special meeting of stockholders to be held at 10 a.m. on
May 31, 2002, at E.mergent's offices, 6110 Golden Hills Drive, Golden Valley,
Minn.
About ClearOne
ClearOne Communications Inc. (www.clearone.com) develops conferencing products
and services to enhance communication, collaboration and productivity between
geographically dispersed enterprises.
About E.mergent
E.mergent Inc. (www.emergentincorporated.com), formerly VideoLabs Inc., is a
global organization committed to developing products and services for
multimedia-rich visual communication solutions.
Forward-Looking Disclaimer
To the extent any statement presented herein deals with information that is not
historical, such statement is necessarily forward-looking and made pursuant to
the safe harbor provisions of the Securities Litigation Reform Act of 1995. As
such, it is subject to the occurrence of many events outside ClearOne's and
E.mergent's control that could cause ClearOne's and E.mergent's results to
differ materially from those anticipated. Please
- more -
see the risk factors contained in ClearOne's and E.mergent's most recent SEC
filings, including ClearOne's Form S-4A filed on May 7, 2002, ClearOne's annual
report on Form 10-K for June 30, 2001, and E.mergent's annual report on Form
10-KSB for December 31, 2001.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
ClearOne has filed with the SEC a registration statement that includes a proxy
statement/prospectus for the merger. The registration statement and proxy
statement/prospectus contain important information about ClearOne, E.mergent,
the merger and related matters, including detailed risk factors. INVESTORS AND
SECURITY HOLDERS ARE URGED TO READ THE DEFINITIVE REGISTRATION STATEMENT AND
PROXY STATEMENT/PROSPECTUS CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION.
Investors and security holders may obtain free copies of the registration
statement and the proxy statement/prospectus through the web site maintained by
the SEC at http://www.sec.gov, or by directing a request to ClearOne at 1825
Research Way, Salt Lake City, UT 84119, attention: Bryce Benson, telephone (801)
975-7200, or to E.mergent at 6110 Golden Hills Drive, Golden Valley, MN 55416,
attention Jill Larson, telephone (763) 201-2623. In addition to the registration
statement and the proxy statement/prospectus, ClearOne and E.mergent file
annual, quarterly and special reports, proxy statements and other information
with the SEC. Investors and security holders may read and obtain free copies of
any such reports, statements and other information through the web site
maintained by the SEC, or by contacting ClearOne and E.mergent at the addresses
listed above.
E.mergent, its directors and certain of its executive officers may be considered
participants in the solicitation of proxies in connection with the merger.
Information concerning the participants in the solicitation is set forth in the
ClearOne's registration statement and the definitive proxy statement/prospectus.
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