Chapman Capital Makes Quick Work of Embarcadero Techn (EMBT)

On Friday, Embarcadero Technologies, Inc. (NASDAQ: EMBT), an activist target of Chapman Capital, announced they entered a definitive agreement to be acquired by an affiliate of private equity firm Thoma Cressey Bravo in a transaction valued at approximately $200 million, or $7.20 per share in cash. Chapman Capital said they would support the agreement.

On March 7, 2007, Chapman Capital filed a Schedule 13D demanding that Embarcadero resume negotiations with TCB or other bidders regarding the sale of the Company.

Chapman Capital, on average, paid in the low $6 range for its EMBT stake (about $6.07 for one fund and $6.23 for the other).

Chapman Capital has also recently called for the sale of FSI Int'l (Nasdaq: FSII) and eSpeed Inc. (Nasdaq: ESPD). He is also actively targeting a spin-off/sale of Cypress Semiconductor (NYSE: CY).

Another Chapman target, Sunterra Corporation (OTC: SNRR), recently announced a sale, which Chapman supported.

Chapman Capital Demands Embarcadero Technologies (EMBT) Director Haroian Resign

Chapman Capital, a 9.3% holder of Embarcadero Technologies Inc. (Nasdaq: EMBT), demanded that Mr. Gary E Haroian immediately resign from the company's board of directors.

Robert Chapman said, "Mr. Haroian has been compensated into the hundred of thousand of dollars while acting out the part of a 'career director' of the board of Embarcadero, Aspen Technology, Inc., Lightbridge, Inc., Network Engines, Inc., and Phase Forward, Inc. In order to reinstate any semblance of obeying his responsibility to the owners of these public companies, Mr. Haroian should resign from whichever boards necessary to allow for this adequate attention and focus on the remaining issuers."

Chapman Capital has recently demanded that the company's Board of Directors maximize shareholder value via a change-of-control transaction. Chapman has determined to seek nominees to replace Class I directors Timothy C.K. Chou and Frank M. Polestra, and Class II directors Michael J. Roberts and Samuel T. Spadafora, should a sale of Embarcadero not be announced by March 30, 2007.

Note to Management: Don't Swear At Robert Chapman

Paul Kedrosky's Infectious Greed blog notes some choice comments made to Robert Chapman as disclosed in his hedge fund's amended 13D filing on Embarcadero Technologies (Nasdaq: EMBT), a company he is pushing to be sold. We noted the original 13D filing here.

The comment that is making all the commotion today is "Fuck You" - made by Embarcadero's CFO Michael Shahbazian to Chapman.

Here is what Chapman disclosed in the amended filing, "Furthermore, in response to certain comments made by Mr. Shahbazian during a conversation later that day, Mr. Chapman conveyed to Mr. Shahbazian Chapman Capital’s concern that, according to background checks directed by Chapman Capital, Mr. Shahbazian had been viewed negatively by various shareholders of Niku Corporation, ANDA Networks, Inc. and Walker Interactive, all of which in the past had employed Mr. Shahbazian in the capacity of Chief Financial Officer. Mr. Shahbazian reacted temperamentally to Mr. Chapman with the eloquent response, “Fuck you!” Mr. Chapman then forcefully informed Mr. Shahbazian that it was inappropriate and inadvisable for the Chief Financial Officer of a public company to utter such blasphemy to the advisor of a 9.3% ownership stakeholder in the Issuer."

Chapman has really stepped up his activity lately and is making headlines again. Here are some other posts on Chapman.