Transaction

• In May 2009, CallWave, Inc. announced that it will offer to purchase shares of its common stock in a tender offer for $1.15 per share. The offer price represents a premium of approximately 44% to the closing price of the company's common shares of $0.80 on the NASDAQ as of the close of business on May 4, 2009. The immediate goal of the tender offer is to reduce the number of beneficial holders of the company’s stock below 300, a required step in taking the company private. CallWave took further actions including a reverse stock split followed by a forward split to enable the company to "cash out" resulting fractional shares and reduce the number of beneficial holders to below 300.
• CallWave announced a close of the tender offer on June 5, 2009 with 10,787,579 shares tendered at a price of $1.15 per share, for an aggregate purchase price of $12,405,716.
• Seven Hills acted as the exclusive financial advisor to the Independent Committee of the Board of Directors of CallWave, Inc.
• Seven Hills issued a fairness opinion to CallWave's Independent Committee in connection with the transaction.

Companies

• CallWave is a global provider of unified communication applications which allow today's professional to communicate, collaborate and conference from anywhere in the world via computer over any web connection or with most leading 3G smartphones or Wi-Fi enabled devices. CallWave's FUZE is a mobile and web-based collaboration service that enables secure, real-time collaboration and presence. FUZE offers unique features including high-definition, synchronized video and image sharing, secure instant messaging (IM) and presence.
• CallWave was founded in 1998 and is headquartered in Santa Barbara, California.

Result

• Seven Hills acted as the exclusive financial advisor to the Independent Committee of the Board of Directors of CallWave, Inc. and issued a fairness opinion to CallWave's Independent Committee in connection with the transaction.