LookSmart responds to 2nd extension of unsolicited offer by PEEK Investments

theflyonthewall.com

LookSmart issued the following statement regarding PEEK Investments LLC's decision to extend, for a second time, its unsolicited tender offer to acquire shares of LookSmart for $1.00 in cash per common share. The company also responded to the unsubstantiated and misleading statements made by Snowy August Management LLC, a member of the consortium sponsoring Peek's tender offer. "Our Board strongly believes the terms of Peek's offer and the tactics which they are pursuing are coercive," said Scott Kauffman, Chairman of the Board of LookSmart and Chair of the Special Committee of the Board evaluating strategic alternatives. "The $1.00 per share offer price is not in the best interests of LookSmart's stockholders, as LookSmart's stock has recently traded above the offer price, the company has received and is pursuing other indications of interest at valuations exceeding $1.00 per share, and the company is continuing to execute on a strategic plan designed to enhance both near term and long term value." The short-term rights plan our Board unanimously adopted protects our stockholders from this coercive tactic," continued Mr. Kauffman. "By Peek's own count, only 42% of the shares not owned by Peek had tendered. Allowing the offer to close would risk leaving a majority of the non-Peek holders in an illiquid, minority position," he concluded. As previously disclosed, Peek has been repeatedly invited to submit a proposal to LookSmart's Board. To date, Peek has not submitted any such proposal.

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