Citrix 2000 Annual Report Download - page 63

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61
CITRIX SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS −− (CONTINUED)
("class period"). These actions have been consolidated as In Re Citrix Systems,
Inc. Securities Litigation. These lawsuits generally allege that, during the
class period, the defendants made misstatements to the investing public about
the Company's financial condition and prospects. The complaint seeks unspecified
damages and other relief. While the Company is unable to determine the ultimate
outcome of these matters, the Company believes the plaintiffs' claims lack merit
and intends to vigorously defend the lawsuits.
In September 2000, a stockholder filed a claim in the Court of Chancery of
the State of Delaware against the Company and nine of its officers and directors
alleging breach of fiduciary duty by failing to disclose all material
information concerning the Company's financial condition at the time of the
proxy solicitation. The complaint seeks unspecified damages. By order of the
court in January 2001, the action was conditionally stayed. The Company believes
the plaintiff's claim lacks merit and should the action ultimately proceed in
Delaware court or elsewhere, the Company intends to vigorously defend the
lawsuit. In February 2001, the plaintiff filed a motion with the court for award
of attorney's fees and litigation costs in the amount of $2,000,000 and $60,000,
respectively. While the Company is unable to determine the ultimate outcome of
these matters, the Company believes the plaintiff's motion lacks merit and
intends to vigorously defend it.
In addition, the Company is a defendant in various matters of litigation
generally arising out of the normal course of business. Although it is difficult
to predict the ultimate outcome of these cases, management believes, based on
discussions with counsel, that any ultimate liability would not materially
affect the Company's financial position, results of operations, or liquidity.
17. SUBSEQUENT EVENT
On March 21, 2001, the Company announced that it had entered into a
definitive agreement to acquire Sequoia Software Corp. for approximately $184.6
million in an all−cash tender offer. Sequoia Software Corporation is a provider
of XML−pure portal software. The acquisition has been approved by the board of
directors of each company and is subject to customary conditions and approvals.
Holders of a majority of the outstanding shares of Sequoia have agreed to tender
their shares in the tender offer. This acquisition will be accounted for using
the purchase method of accounting and is expected to be completed during the
second quarter of 2001.
F−27