Borland and Open Env - RAD For the Inter/Intra Net Message Board

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Technology Stocks : Borland and Open Env - RAD For the Inter/Intra Net

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To: George Lazar who wrote (3)	7/8/1996 12:12:00 PM
From: Adam Honig	of 70

The acquisition is most certainly on. The way that the OPEN/BORL merger works is that there is a "floor" on the BORL stock price of $12.75. As long as the price of BORL is above $12.75 (and below $20), the exchange ratio is 1 BORL to .51 OPEN. The way the "floor" works is that OPEN shareholders are guaranteed a minimum of $6.5025 (which is a calculation of .51 x $12.75) in Borland's stock for each OPEN share. Thus, the exchange ratio changes as the BORL stock goes below $12.75. So, were BORL to be priced at $8.00/share, the exchange ratio would be .813. Our merger with BORL is not dependent on their stock price. Adam Honig President, Open Environment adam@oec.com

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