Comverge, Inc. (COMV)

[mlkrborn]

Comverge and H.I.G. Capital announce satisfaction of the minimum condition in the tender offer for shares of Comverge (COMV) 1.72 : Co and H.I.G. Capital announced the satisfaction of the minimum condition of the tender offer for all of the outstanding shares of common stock of Comverge by Peak Merger Corp. ("Peak") and Peak Holding Corp., both affiliates of H.I.G., for $1.75 per share in cash, without interest and less any applicable withholding taxes. The offering period expired at 5:00 p.m., New York City time, on Wednesday, May 9, 2012. The depositary for the tender offer has advised that, as of the expiration time, 14,407,789 shares of Comverge common stock had been validly tendered and not withdrawn, including 744,898 shares that had been tendered pursuant to notices of guaranteed delivery, representing approximately 52.2% of the outstanding shares of the Company. H.I.G. also announced today that Peak has commenced a subsequent offering period to acquire all of the remaining untendered shares, commencing immediately and expiring at 11:59 p.m., New York City time, on Monday, May 14, 2012. During the subsequent offering period, Comverge stockholders who did not previously tender their shares of common stock in the offer may do so and Peak will accept for payment and promptly pay for such shares as they are tendered. Stockholders who tender shares during such period will receive the same $1.75 per share price.

[Fido]

May 8th draws near with the company issuing a letter begging to accept the deal. How many did?

[Fido]

Thanks $tockfather. While not thrilled at least we have concrete dates to look forward too.

[$tockfather]

COMV- Affiliates of H.I.G. Capital Commence $1.75 Per Share Tender Offer for All Outstanding Shares of Comverge, Inc.


Comverge, Inc. (Nasdaq:COMV) ("Comverge" or the "Company") and H.I.G. Capital, LLC, a leading global private investment firm, today announced that Peak Merger Corp. and Peak Holding Corp., both affiliates of H.I.G. Capital, LLC, have commenced a tender offer to acquire all of the outstanding shares of the Company's common stock for $1.75 per share in cash in accordance with the previously announced Agreement and Plan of Merger, dated as of March 26, 2012, entered into by Peak Merger Corp., Peak Holding Corp. and Comverge. The aggregate equity value of the proposed transaction is approximately $48 million.

Upon the successful closing of the tender offer, stockholders of Comverge will receive $1.75 in cash for each share of the common stock of the Company tendered in the offer, without interest and less any applicable withholding taxes. Following completion of the tender offer, pursuant to the terms of the merger agreement Peak Merger Corp. will complete a second-step merger in which any remaining common shares of Comverge will be converted into the right to receive the same per share price paid in the offer.

Today, Peak Merger Corp. and Peak Holding Corp. are filing with the Securities and Exchange Commission (SEC) a tender offer statement on Schedule TO, including an offer to purchase and related letter of transmittal, setting forth in detail the terms of the tender offer. Additionally, Comverge is filing today with the SEC a solicitation/recommendation statement on Schedule 14D-9 setting forth in detail, among other things, the recommendation of the Company's board of directors that the stockholders of Comverge tender their shares into the tender offer.

Completion of the transaction is subject to customary conditions, including, but not limited to, a majority of the outstanding shares of common stock (determined on a fully-diluted basis with respect to all securities with an exercise or conversion price of less than $1.75 per share) having been validly tendered and not withdrawn prior to the expiration of the tender offer. The tender offer is not subject to any financing condition.

The tender offer and withdrawal rights are scheduled to expire at midnight, New York City time, at the end of the day on May 8, 2012, unless extended or earlier terminated.

Under the terms of the merger agreement, Comverge may solicit acquisition proposals from third parties until 11:59 p.m., New York City time, on April 25, 2012, with the potential for an extension of the deadline until 11:59 p.m., New York City time, on May 5, 2012. There can be no assurance that the solicitation of alternative proposals will result in Comverge receiving a superior proposal from a third party, or that if the Company does receive a superior proposal, that a transaction relating to the superior proposal will be completed. J.P. Morgan, which has acted as a financial advisor to the Company over the last 18 months regarding financing and strategic alternatives, will advise the Company during this period. Comverge does not currently intend to disclose the results of the solicitation process until the solicitation period has ended or the Company's Board of Directors has made an earlier decision with respect to a superior proposal it receives as a result of that process.

[$tockfather]

COMV- The City of Peoria, Arizona Selects Comverge Demand Response Services


Today : Monday 2 April 2012


Comverge, Inc. (Nasdaq:COMV), the leading provider of Intelligent Energy Management solutions for Residential and Commercial & Industrial (C&I) customers, today announced that it has assisted the City of Peoria's Jomax and Beardsley Water Reclamation Facilities (WRF) successfully participate in the 2010 and 2011 Arizona Public Service (APS) Peak Solutions programs. By leveraging Comverge's demand response expertise, the City was able to curtail its consumption at multiple facilities over the two-year period.

"Our water and wastewater sustainability initiatives represent a commitment we have made to our customers, our community and the environment," said Brian Biesemeyer, Deputy Public Works-Utilities Director, City of Peoria. "Working with Comverge to implement demand response has helped us maximize our participation in the APS Peak Solutions program, maintain our standing as a leader in environmentally sustainable operations and secure incremental revenue."

Launched in 2010, the APS Peak Solutions program helps C&I businesses earn additional revenues by reducing electricity load on peak event days. For the City of Peoria's Jomax and Beardsley facilities, Comverge engineers worked with members of the public works utilities department to design a demand response system tailored to their individual needs. This included shutting down agitation blowers and sanitizing UV lights during times of peak demand, both of which helped reduce energy consumption without dramatically affecting operations.

"Water is extremely valued in the desert and the City of Peoria has taken great strides in conserving this natural resource through these reclamation facilities," said George Hunt, senior vice president, C&I sales, Comverge. "While these conservation efforts are incredibly important, they can also be very energy intensive. By partnering with Comverge to implement an innovative demand response program, the City of Peoria has seamlessly incorporated energy management best practices into its facilities without impacting existing processes."

About the City of Peoria

On the leading edge of the Phoenix metropolitan area, Peoria is one of Arizona's fastest growing communities. This one-time farming community was originally settled in 1886 and incorporated in 1954. Located just 25 minutes from Sky Harbor International Airport, Peoria is a dynamic community of more than 150,000 people. Home to nearly 50 miles of trails, award-winning schools and parks, well-planned residential neighborhoods, Major League Baseball Spring Training home for the Seattle Mariners and San Diego Padres, and the area's second largest lake, this progressive yet grounded and well-balanced community is positioned to be a decisive component of Arizona's economic future.

[Fido]

How 'bout that CLOSE!!! $1.75 is clearly toast and there are folks out there that certainly believes that these lawsuits will spur a price far in excess of $1.75.

[Fido]

So much for $1.75. This close indicates that there are those who feel that the buyout price will go much higher and are, IMO, getting in.

[Fido]

Yeah, and there are some 2 or 3 law firms looking into this sale too. I am guessing that the final price will not be $1.75 but where else is anyone's guess.

[mlkrborn]

COMV SOLD! Another retailer screwing end. MFs!
Comverge to be acquired by HIG Capital for $1.75/share (COMV) 1.88 : Co announced that it has entered into an agreement to be acquired by Peak Merger for $1.75 per share in cash, or ~$49 mln in equity value. The offer price represents a premium of ~18 percent over Comverge's average closing price of $1.48 over the last 30 days. Affiliates of H.I.G. Capital will provide debt financing to Comverge in the amount of $12.0 mln, which is not contingent on the closing of the acquisition by H.I.G. Capital. Acting upon the unanimous recommendation of the Strategy Committee of the Board, which is comprised entirely of independent directors, the Comverge Board of Directors has approved the definitive agreement. Pursuant to the definitive agreement, Comverge is permitted to solicit alternative proposals from third parties during a go-shop period of 30 days following the date of the definitive agreement, with the potential for a 10 day extension. In connection with entering into the definitive agreement, the Company also entered into forbearance agreements with its senior lender, Silicon Valley Bank, and its junior lenders, Grace Bay Holdings II, LLC and the purchasers of the $12 mln in indebtedness referenced above. These forbearance agreements provide Comverge with the ability to pursue the transactions contemplated by the definitive agreement, including the opportunity for Comverge to pursue a superior proposal during the go-shop period and as otherwise provided in the definitive agreement. (stock is halted)

[Fido]

WOO HOO COMV!!!

[Fido]

How 'bout that COMV today!! The traders should be gone, the investors who once held in the good ol' days are probably reconsidering entering. Hopefulliy this trend continues on for a long time.

[Amazing Penny]

I alerted COMV on 3/12 for a nice 32% gain! I alerted right before the run up!!!

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=73182149

Follow me for more alerts!!! (unpaid, no pumps!)

[Fido]

GO COMV!! NH is my old stomping ground so it was nice to see a contract going there. Good to see that COMV can surprise Wall St too. This should provide some impetus for those who once owned this stock to evaluate it again considering that they seem to be moving forward, some new board members, and some groups buying tons of this. We'll see where it goes.

[ClarkKant]

Chart looked good + news. COMV filled that gap I guess! :)

[$tockfather]

COMV- New Hampshire Electric Co-op Selects Comverge's IntelliSOURCE Platform to Power Residential Time-Based Pricing

Comverge, Inc. (Nasdaq:COMV), the leading provider of Intelligent Energy Management solutions for Residential and Commercial + Industrial (C+I) customers, today announced that New Hampshire Electric Co-op (NHEC) has selected the Comverge IntelliSOURCE platform to support its Time-based Pricing Pilot program as part of a grant awarded to NHEC by the U.S. Department of Energy. Under the Smart Grid Investment Grant, NHEC will be conducting a voluntary two year time-based pricing pilot program utilizing Comverge's enterprise-class software platform to help manage peak demand by sending time-of-use pricing details to Comverge's IntelliFOCUS In-Home Display (IHD) that will give its members the ability to control energy consumption based on price.

"At NHEC, we are focused on providing solutions that help our members manage their energy consumption and lower their electric bills," said Fred Anderson, President/CEO of New Hampshire Electric Cooperative. "We are excited to work with Comverge to deploy our voluntary Time-based Pricing Pilot program as we continue to explore ways to better manage peak demand."

The IntelliSOURCE platform will integrate with both the Elster smart meter and the IntelliFOCUS IHD, enabling seamless communications across the devices. IntelliSOURCE will communicate the pricing information to an Elster smart meter, which then relays the information to IntelliFOCUS through a Zigbee network. The AMI integration also enables program participants to see on IntelliFOCUS in real-time how any change in energy consumption is impacting their electric bills.

"NHEC has a strong track record deploying programs that help members successfully control energy usage and we are pleased that it has selected Comverge to support the voluntary Time-based Pricing Pilot program," said R. Blake Young, Comverge president and chief executive officer. "The flexible and scalable architecture of IntelliSOURCE will enable rapid integration with both the Elster AMI and Comverge's IntelliFOCUS, which is a growing competitive advantage given the importance of device integration to a successful Intelligent Energy Management program."

The New Hampshire Electric Cooperative (NHEC) is a member-owned and controlled electric distributor serving approximately 80,000 members in 115 towns and cities. NHEC maintains over 5,500 miles of energized line that traverse nine of the 10 counties in New Hampshire.

About Comverge

With more than 500 utility and 2,100 commercial customers, as well as five million residential deployments, Comverge brings unparalleled industry knowledge and experience to offer the most reliable, easy-to-use, and cost-effective intelligent energy management programs. We deliver the insight and control that enables energy providers and consumers to optimize their power usage through the industry's only proven, comprehensive set of technology, services and information management solutions. For more information, visit www.comverge.com.

[ClarkKant]

COMV that is some kind of opening action. $1.36-$1.83!

[$tockfather]

COMV- New Hampshire Electric Co-op Selects Comverge's IntelliSOURCE Platform to Power Residential Time-Based Pricing Pilot Program


Comverge, Inc. (Nasdaq:COMV), the leading provider of Intelligent Energy Management solutions for Residential and Commercial + Industrial (C+I) customers, today announced that New Hampshire Electric Co-op (NHEC) has selected the Comverge IntelliSOURCE platform to support its Time-based Pricing Pilot program as part of a grant awarded to NHEC by the U.S. Department of Energy. Under the Smart Grid Investment Grant, NHEC will be conducting a voluntary two year time-based pricing pilot program utilizing Comverge's enterprise-class software platform to help manage peak demand by sending time-of-use pricing details to Comverge's IntelliFOCUS In-Home Display (IHD) that will give its members the ability to control energy consumption based on price.

"At NHEC, we are focused on providing solutions that help our members manage their energy consumption and lower their electric bills," said Fred Anderson, President/CEO of New Hampshire Electric Cooperative. "We are excited to work with Comverge to deploy our voluntary Time-based Pricing Pilot program as we continue to explore ways to better manage peak demand."

The IntelliSOURCE platform will integrate with both the Elster smart meter and the IntelliFOCUS IHD, enabling seamless communications across the devices. IntelliSOURCE will communicate the pricing information to an Elster smart meter, which then relays the information to IntelliFOCUS through a Zigbee network. The AMI integration also enables program participants to see on IntelliFOCUS in real-time how any change in energy consumption is impacting their electric bills.

"NHEC has a strong track record deploying programs that help members successfully control energy usage and we are pleased that it has selected Comverge to support the voluntary Time-based Pricing Pilot program," said R. Blake Young, Comverge president and chief executive officer. "The flexible and scalable architecture of IntelliSOURCE will enable rapid integration with both the Elster AMI and Comverge's IntelliFOCUS, which is a growing competitive advantage given the importance of device integration to a successful Intelligent Energy Management program."

The New Hampshire Electric Cooperative (NHEC) is a member-owned and controlled electric distributor serving approximately 80,000 members in 115 towns and cities. NHEC maintains over 5,500 miles of energized line that traverse nine of the 10 counties in New Hampshire.

About Comverge

With more than 500 utility and 2,100 commercial customers, as well as five million residential deployments, Comverge brings unparalleled industry knowledge and experience to offer the most reliable, easy-to-use, and cost-effective intelligent energy management programs. We deliver the insight and control that enables energy providers and consumers to optimize their power usage through the industry's only proven, comprehensive set of technology, services and information management solutions. For more information, visit www.comverge.com.

[Fido]

I was just making a statement too. Thank you for posting the anticpated earnings filing date though.

[$tockfather]

COMV- I never said the earnings report to be the enticement towards the stock? I currently have no position in this stock, it was Just an earnings update

[Fido]

From some past posts here and at another board, this earnings report isn't what seems to be the enticement towards the stock. Ardsely funds, H.I.G. Capital, and various others that have to report their purchases taking large postions in COMV tends to make one think that the rumors of buyouts may have something to them.

[$tockfather]

COMV- Comverge to Report Fiscal Year and Fourth Quarter 2011 Results on March 15, 2012


Comverge, Inc. (Nasdaq:COMV), a leading provider of Intelligent Energy Management (IEM) solutions for Residential and Commercial + Industrial customers, announced today that it plans to release results for the year ended December 31, 2011 after 4:00 p.m. Eastern time (ET) on March 15, 2012.

The company will host a conference call to discuss the results at 9:00 a.m. ET on Friday, March 16, 2012. To participate in the call, please dial 877-334–1969 or 760-666-3589 for international participants.

Additionally, the results will be reported in the Investor Relations section on Comverge's website at http://ir.comverge.com. An audio replay of the call will be available beginning March 17, 2012 at 12:00 p.m. and available until March 24, 2012 at 12:00 a.m. ET (midnight) by dialing in [phone] or [phone] for international participants and using conference code number 58159607.

About Comverge

With more than 500 utility and 2,100 commercial customers, as well as five million deployed residential devices, Comverge brings unparalleled industry knowledge and experience to offer the most reliable, easy-to-use, and cost-effective intelligent energy management programs. We deliver the insight and control that enables energy providers and consumers to optimize their power usage through the industry's only proven, comprehensive set of technology, services and information management solutions. For more information, visit www.comverge.com.

CONTACT: Jason Cigarran
Vice President, Marketing and Investor Relations
Comverge, Inc.
678-823-6784
[e-mail]

[Penny Roger$]

~ Monday! $COMV ~ Earnings posted, pending or coming soon! In Charts and Links Below!

~ $COMV ~ Earnings expected on Monday *
Want more like this? Search Keyword: MACMONEY >>> http://tinyurl.com/MACMONEY <<<
One or more of many earnings sites has alerted this security has or will be posting earnings on or around the day of this message.








http://stockcharts.com/h-sc/ui?s=COMV&p=D&b=3&g=0&id=p88783918276&a=237480049




http://stockcharts.com/h-sc/ui?s=COMV&p=W&b=3&g=0&id=p54550695994



~ Google Finance: http://www.google.com/finance?q=COMV
~ Google Fin Options: hhttp://www.google.com/finance/option_chain?q=COMV#
~ Yahoo! Finance ~ Stats: http://finance.yahoo.com/q/ks?s=COMV+Key+Statistics
~ Yahoo! Finance ~ Profile: http://finance.yahoo.com/q/pr?s=COMV
Finviz: http://finviz.com/quote.ashx?t=COMV
~ BusyStock: http://busystock.com/i.php?s=COMV&v=2


<<<<<< http://www.earningswhispers.com/stocks.asp?symbol=COMV >>>>>>



http://investorshub.advfn.com/boards/post_prvt.aspx?user=251916

*If the earnings date is in error please ignore error. I do my best.

[Fido]

OK, time for this thing to move....UPWARDS!!!

[Fido]

I had a big move this morning too. Anyway, I don't think that what we are seeing here is just for a typical move up. There is, IMO, something else going on here but we can only speculate with all the buying going on by the various Ardsley funds. I think that they are buying for a reason. What that reason is: buyout rumors seem to abound, management replacement, who knows.

[ClarkKant]

It's looking like COMV might be ready for another move.

[$oldier Hard]

indeed my friend. we'll take $2.50. :)

[Fido]

It will be interesting to watch this unfold. Rumors of a buyout abound with someone on another board speculating on $8 - $9.

[$oldier Hard]

you are welcome my friend. haven't seen a new filing from those folks buying lately and who knows really what and why they are attempting to do. consolidated nicely today and still holding. nice to let the chart cool a tad before she gets going again.

[Fido]

Thank You!! I can only provide public thanks at this time. I'll be looking forward to seeing whether this is a buyout attempt or just what this action by Ardsley turns in to.

[$oldier Hard]

no you are certainly not alone here my friend. ardsley is committed to buy up to 10 mil i believe. and as of their last filing (jan 10th) had still only acquired less than 2 mil so we could have a ways to go here. but i did notice a couple times today they would put a block, maybe 20-25 thou and they got scooped right up. NOW, if volume keeps pace with other buying, well ardsley themselves "could" drive this like a short ioo. maybe that's why the shorts decided to begin to cover and did to the tune of -19ish% as of jan 13th. but as you know it's not a terribly large short but for this ss and float that can get things goin in a hurry. maybe the fund/s versus the shorts would be nice.

[$oldier Hard]

lol, set you up for it. :)

[Fido]

Welcome aboard. I knew I wouldn't be alone here for long. IMO, it looks like more than just a breakout. Looking back at some of the links here showing the insider buying by Hempleman and the various Ardsley hedge funds it seems that the buying is simply continuing. The question to ask of course is for what reason? What do they see in COMV because they aren't doing this kind of buying for no reason. And, what are they going to do when they've purchased whatever amount they want?

[tickettoride]

it waited so I could buy a ticket on this train lol sorry had to lol
chart looking nice imo

[$oldier Hard]

hello ticket my friend. she's just dyin to breakout we think. excellent volume again today. well over twice the avg 10 day volume again. of course as that continues the avg keeps going up and they keep beating it sooo.
Avg Vol (10 day)3: 211,067
Shares Outstanding5: 24.93M
Float: 12.86M
% Held by Insiders1: 24.61%
% Held by Institutions1: 50.30%

[tickettoride]

started buying today looks good thanks

[$oldier Hard]

2.7 times the avg 10 day Friday and it came in a hurry too. And from the period Dec 30th to Jan 13th the short interest decreased significantly -19.8%. Shorts are covering afraid she's going to go here.
COMV COMVERGE INC 704,008 878,262 -19.8.
We saw how fast this can go...especially with the fund buying.

[Fido]

I am just guessing that it is one of the Ardsley entities snapping up some more before some major event takes place. Something like a buyout (as rumored) or some other major shakeout, who knows but that group is buying for a reason.

[crookedneck]

Aaaahhh I see - TY. I sure would like to see this break $2.00 near term. Guess I will have to wait awhile to see if that can happen.

Cheers!

[kajulie]

not sure, there is a fund buying, might have been them, we'll have to keep on a lookout for filings.

[crookedneck]

I mean I knew this was a great opportunity and knew it would go sooner or later after seeing those huge insider buys, but what is behind this spike? News anywhere or are people just now seeing what we saw awhile ago? Just wondering is all!

Cheers!

[kajulie]

broke the 10-day avg volume today and popped the psar on the daily chart.

[alfaspider]

Any relationship between ZBB, YUHE and COMV? Or just a sector interest by the fund?

[Fido]

Completely agree. We'll find out soon enough as the tale of the tape points to something going on behind the scenes. I'd be willing to wager that these heavy hitters wish that they didn't have to make public their purchases but for us peons in the game, it is great stuff.

[kajulie]

Decent late day buying here. There is a reason the insiders have been buying and the shorts have been covering. We'll find out soon enough.

[Fido]

cj, I cannot reply privately as I do not have a subscription here.

[Fido]

Let's revisit the insider buy link posted by crookedneck. Big Insider Buys Last 2 Months!
http://www.insidercow.com/history/company.jsp?company=comv&B1=Search%21

and figure out who Phillip Hempleman is and what Ardsley Renewable Energy is. Why? Because according to the link each bought, on the exact same days in Dec and Jan, the same number of shares. Each totaled around 550,000 for the recent period. However, they had to file because each entity owns 3,350,000 for 8.53%. Combined they own just over 17%, a rather sizable sum of shares of COMV.

Going to this link http://www.equityhive.com/main/Individual/assetview.aspx?i=1485584

In the this for the above link we see the whole gamut of COMV officers and what they own but we also note seven entries for various Ardsley entities plus an entry for Philip Hempleman. Each entity owns 2,800,400 according to this site. I don't think that it includes the recent buys listed above but that's 22,403,200 shares total. Now, if you were an offshore hedge fund and one way or another own a boatload of COMV, what are you going to do now?

[Fido]

I knew I would not be alone here for long. Rumors of buyouts and management changes right along with decent news through January I am more convinced than ever that COMV is turning the corner. While not likely to return to its past glory days anytime soon, I'm sure far better days are ahead.

[$tockfather]

Here you go... http://investorshub.advfn.com/boards/profilea.aspx?user=81228


You can find him on this board often... http://investorshub.advfn.com/boards/board.aspx?board_id=12753

[crookedneck]

Where can I find soldier hard? What board? Thx bro

[$tockfather]

I'll be spreading the word as well. I just found out about COMV from $oldier Hard a few hours ago. I recommend you follow him, his plays are solid and he is one hell of a nice guy.

I agree, this will be a big winner when it's ready... Upside potential is very good. Patience will be reward here.imo

Best of luck