| |
|
SDL plc Proposed Acquisition of TRADOS June 20, 2005 – The Board of SDL announced today proposals to acquire for a maximum aggregate consideration of $60.0 million (£33.0 million), certain intellectual property in TRADOS and all of the outstanding issued shares of TRADOS. This includes $7.8 million (£4.3 million) for intellectual property, $52.2 million (£28.7 million) for the outstanding shares in TRADOS which include a $7.8 million (£4.3 million) TRADOS Management Incentive Plan. The above transactions will be satisfied by a cash consideration of $50 million (£27.5 million) to be funded from new bank facilities of £20 million and the balance from the existing cash resources of the Company and by the issue of Ordinary Shares in SDL with a value of up to $10.0 million (£5.5 million). TRADOS Incorporated, a Delaware corporation, provides translation oftware that enables global businesses to operate more efficiently in foreign markets by automating key processes associated with the authoring, localization and publishing of enterprise information. TRADOS products are used in over 3,500 enterprises, and it enjoys a significant market share of the translation memory solutions market. TRADOS products and services are tailored to meet the application and infrastructure software needs of three distinct market segments: (i) global enterprises; (ii) localization service providers; and (iii) freelance translator professionals. The acquisition is conditional, inter alia, upon the approval of SDL Shareholders at an Extraordinary General Meeting to be convened for this purpose. Mark Lancaster, Chief Executive Officer of SDL plc, said: “The Board believes that the acquisition will increase SDL’s long-term growth and profitability, offer an attractive product offering and give SDL the critical mass to compete more effectively in the Global Information Management market. SDL has significant resources and infrastructure to implement its vision of the expansion of the GIM market. TRADOS has a considerable installed base of technology solutions and both companies have leading technology. The success of both TRADOS and SDL in selling technology through an understanding of where it fits and how to sell it gives me great confidence in our future as a combined entity.” Joseph Campbell, President and Chief Executive Officer of TRADOS Inc., commented, “This is a wonderful opportunity for the Enlarged Group to take full advantage of the growth opportunities in software, services and solutions for the global information management market.” Source: Trados.
|