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.
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
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.
This web page contains forward-looking statements that involve
risks and uncertainties that could cause actual results or outcomes
to differ materially from those contemplated by the forward-looking
statements. Factors that could cause or contribute to such
differences include, but are not limited to, risks relating to
unknown or contingent liabilities, and the statutory process of
dissolution. These forward-looking statements are made only as of
the date hereof, and Be undertakes no obligation to update or revise
the forward-looking statements, whether as a result of new
information, future events or otherwise. All forward-looking
statements are expressly qualified in their entirety by the "Risk
Factors" and other cautionary statements included in the Company's
annual, quarterly, and special reports, proxy statements and other
public filings with the Securities and Exchange Commission.
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