Unassociated Document
SCHEDULE
14A
INFORMATION
REQUIRED IN PROXY STATEMENT
SCHEDULE
14A INFORMATION
PROXY
STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT
OF
1934 (AMENDMENT NO. __ )
Filed
by
the Registrant [X]
Filed
by
a Party other than the Registrant [
]
Check
the
appropriate box:
[
] Preliminary Proxy Statement
[
] Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
[
] Definitive Proxy Statement
[X]
Definitive Additional Materials
[
] Soliciting Material Under Rule 14a-12
SAND
HILL
IT SECURITY ACQUISITION CORP.
(Name
of
Registrant as Specified in its Charter)
(Name
of
Person(s) Filing Proxy Statement, if other than the Registrant)
Payment
of Filing Fee (Check the appropriate box):
[X]
No
fee required.
[
] Fee computed on table below per Exchange Act Rules 14a-6(i)(l) and
0-11.
(1) Title
of
each class of securities to which transaction applies:
(2) Aggregate
number of securities to which transaction applies:
(3)
Per
unit price or other underlying value of transaction computed pursuant to
Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is
calculated and state how it was determined):
(4) Proposed
maximum aggregate value of transaction:
(5) Total
fee
paid:
[
] Fee paid previously with preliminary materials.
[
] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or
the Form or Schedule and the date of its filing.
(1) Amount
Previously Paid:
(2) Form,
Schedule or Registration Statement No.:
(3) Filing
Party:
(4) Date
Filed:
This
filing relates to the proposed merger between Sand Hill IT Security Acquisition
Corp., a Delaware corporation (the “Company”) and St. Bernard Software, Inc., a
Delaware corporation (“St. Bernard”) pursuant to an Agreement and Plan of
Merger, by and among the Company, its wholly-owned subsidiary Sand Hill Merger
Corp., a Delaware corporation and St. Bernard, dated October 26, 2005, as
amended.
On
July
26, 2006, the Company issued the following press release:
SAND
HILL IT SECURITY ACQUISITION CORP. ANNOUNCES ADJOURNMENT OF SPECIAL MEETING
MENLO
PARK, Calif., July 26, 2006 /PRNewswire-FirstCall/ -- Sand
Hill
IT Security Acquisition Corp. (Sand Hill) (OTC Bulletin Board: SHQC.ob) today
announced that a special meeting of stockholders held today had been adjourned.
The
adjourned meeting will be reconvened on July 27, 2006 at 7:00 a.m. (eastern
time) at the Company's offices, 3000 Sand Hill Road, Building 1, Suite 240,
Menlo Park, California 94025.
Sand
Hill
has filed a registration statement on Form S-4 and the proxy
statement/prospectus with the SEC in connection with the proposed merger.
Stockholders of Sand Hill and St. Bernard Software are urged to read the
registration statement and the joint proxy statement/prospectus filed with
the
SEC because it contains important information. Copies of these documents may
be
obtained free of charge from the SEC's website at http://www.sec.gov or at
Sand
Hill's web site at www.sandhillsecurity.com.
Investor
Information
Sand
Hill
stockholders are urged to read the joint proxy statement/ prospectus filed,
and
any other relevant materials filed by Sand Hill, because they contain, or will
contain, important information about Sand Hill, St. Bernard Software and the
proposed merger. These materials and other relevant materials (when they become
available) and any other documents filed by Sand Hill with the SEC, may be
obtained for free at the SEC's website at www.sec.gov. Investors may obtain
free
copies of these documents by directing a request to Sand Hill IT Security
Acquisition Corp., 3000 Sand Hill Road, Building 1, Suite 240, Menlo Park,
CA
94025.
Not
a Proxy Statement
This
press release is not a proxy statement or a solicitation of proxies from the
holders of common stock of Sand Hill or St. Bernard Software and does not
constitute an offer of any securities of Sand Hill for sale. Any solicitation
of
proxies will be made only by the joint proxy statement/prospectus that has
been
mailed to all stockholders of Sand Hill. Investors and security holders of
Sand
Hill are urged to read the joint proxy statement/prospectus because it contains
important information about Sand Hill and St. Bernard Software.
###
Media
Contact
Patricia
Block
Block
Consulting
(650)
344-6691
pblock@blockconsulting.net