VERITAS Software to Acquire Precise Software Solutions
Thursday December 19, 7:45 am ET
Enters $11 Billion Market to Deliver Highest Application Performance And Availability at the Lowest Cost
MOUNTAIN VIEW, Calif., Dec. 19 /PRNewswire-FirstCall/ -- VERITAS Software Corporation (Nasdaq: VRTS - News), the leading storage software provider, and Precise Software Solutions (Nasdaq: PRSE - News), the leader in application performance management, today announced that they have signed a definitive agreement for VERITAS to acquire Precise in a transaction valued at $537 million. Together, VERITAS and Precise will provide a unique solution for IT professionals to run mission critical applications with optimal performance and continuous availability. Industry analysts predict this market opportunity will grow to $11 billion by 2006.
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The acquisition of Precise enables VERITAS to ensure that mission-critical applications such as SAP, Oracle, BEA and Microsoft Exchange run faster and have less downtime, leading to better end-user productivity and higher return on investment. VERITAS keeps applications running in the face of hardware and software failure. Precise continuously monitors and analyzes all components of the application infrastructure -- web servers, application servers, databases and storage -- allowing customers to proactively identify and correct problems before they affect application response times.
"Precise Software Solutions is a strategic acquisition for our business," said Gary Bloom, chairman, president and CEO of VERITAS Software. "Together VERITAS and Precise solve an unequalled range of customer problems, from performance issues to hardware or software failures to site outages. It's an end-to-end solution that only VERITAS can provide."
"The combination of Precise and VERITAS represents an exciting opportunity for our shareholders, customers, partners and employees," said Shimon Alon, CEO of Precise Software Solutions. "VERITAS' scale and global distribution will accelerate the market penetration of our industry leading application performance management solutions."
With 20 consecutive quarters of revenue growth, Precise is a leader in application performance management. In addition, Precise also provides a leading Windows storage resource management (SRM) solution, delivering the capability to manage storage capacity and performance for application service level agreements. This capability complements VERITAS' existing SRM offering.
VERITAS also announced today (see related press release) the acquisition of Jareva Technologies, a privately held company that has quickly established itself as a technology and market leader in server automation.
Key Financial Details
The acquisition is valued at $16.50 per share of Precise stock, for a fully-diluted consideration of approximately $537 million. Taking into account Precise's current cash position, the enterprise value is approximately $400 million. Precise shareholders will receive $16.50 in cash, and if they elect, their consideration in up to 25% VERITAS stock, with the remainder being paid in cash. Based on a fixed exchange ratio of 0.2365, a maximum of approximately 7.5 million shares could be issued to the shareholders of Precise. VERITAS will assume all outstanding Precise options in the transaction. This transaction is expected to close in Q2, subject to Precise Software's shareholder approval and regulatory approvals. Upon closing, VERITAS expects this transaction will initially have a neutral impact on its financials and will be accretive within 12 months.
Conference Call
The company will hold a conference call today at 6:00 a.m. Pacific Time, 9:00 a.m. Eastern Time, to discuss today's news. Investors and journalists may access the call by dialing 1-800-310-1961 and entering passcode 508209, internationally at 1-719-457-2692. If you are unable to listen to the live conference call, a replay of the call will be available two hours following the call at 888-203-1112, passcode 508209, and internationally at 719-457-0820 until December 27, 2002. The call will also be webcast and can be reached at www.veritas.com. |
