June 2, 2009 (FinancialWire) — Franklin Electronic Publishers, Inc. (AMEX: FEP) (Current Market Cap: US$17.55 Mil.) said it has received a copy of a Schedule 13D filed with the Securities and Exchange Commission relating to a non-binding proposal by Saunders Acquisition Corp. for an all cash acquisition at $2.35 per share.

According to its Schedule 13D filing, Saunders is a newly formed Delaware corporation founded by existing management of the company who, together with existing shareholders who are members of the Saunders group, beneficially own shares or options to purchase shares representing 43.7% of the voting power of Franklin Electronic.

Franklin said that, taking into account only options expected to be exercised at the time of any vote on their proposal, the buyout group will own 39.9% of the voting power of the company.

The company’s board has appointed a special committee comprised of independent directors to consider the Saunders proposal and other proposals.

Burlington, New Jersey-based Franklin Electronic Publishers sells electronic books. The company has titles 140,000 available directly or through partners, in than in sixteen languages under license from publishers such as Merriam-Webster and HarperCollins.

The company also licenses its underlying technology to range of partners including Adobe, Sun Microsystems and Ademco, a division of Honeywell. Franklin distributes Rolodex Electronics branded organizers worldwide and Seiko branded reference products in Oceania and the European Community. Franklin’s products are available at 49,000 retail outlets worldwide, through catalogs, and online.

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