Comverse Tech To Buy Loronix Info Sys Monday, March 6, 2000 05:35 AM
WOODBURY, N.Y. (Dow Jones)--Comverse Technology Inc. (CMVT, news, msgs) signed a definitive agreement to buy Loronix Information Systems Inc. (LORX, news, msgs) for about 987,000 shares.
Comverse will exchange 0.1925 common shares for each Loronix share and assume Loronix's stock options, the companies said in a press release Monday.
Shares of Comverse closed Friday at 227 1/2 on Nasdaq volume of 1.8 million shares, up from Thursday's close of 208 13/16. Shares of Loronix closed at 31 3/8 on Nasdaq volume of 78,700 shares, up from Thursday's close at 29. Loronix has about 5.9 million shares outstanding.
Comverse said it doesn't expect the transaction to be dilutive to per-share earnings, excluding acquisition charges, which Comverse doesn't expect to exceed $15 million.
Loronix has the right to terminate the agreement if the value of the Comverse shares received falls below $36 a Loronix share. Comverse has the right to increase the exchange ratio to adjust the consideration to $36 a share.
Comverse, which plans to account for the tax-free transaction as a pooling of interests, said it received an option to buy about 19.9% of Loronix's shares. Holders of about 20% of Loronix's shares agreed to vote for the acquisition.
Loronix, which had 1999 net income of $2.9 million on sales of $37.5 million, will continue to operate from its existing facility. Current management will continue to direct its operations.
Comverse expects to complete the acquisition by the end of July.
-Alan Paris; Dow Jones Newswires; 201-938-5400 Quote for referenced ticker symbols: CMVT, LORX ¸ 2000 Dow Jones & Company, Inc. All Rights Reserved. |