BURLINGTON, Mass. and MENLO PARK, Calif.--(BUSINESS WIRE)--Sept. 15, 2005--ScanSoft, Inc. (Nasdaq: SSFT - News), and Nuance Communications, Inc. (Nasdaq: NUAN - News), today announced that the companies have closed the merger of Nuance with ScanSoft. As consideration, Nuance shareholders will receive 0.77 shares of ScanSoft common stock and $2.20 of cash for each share of Nuance common stock that they own.
The combination of ScanSoft and Nuance brings together the industry's most comprehensive portfolio of speech applications, technologies and expertise that will enable customers to effectively deploy innovative speech-based solutions. The combined organization will have the technical resources and intellectual property required to develop new and innovative speech solutions that deliver enhanced value to customers. With leading technology, a premier partner network and an organization dedicated to speech, the company will be able to compete more effectively in new and expanding markets and provide value for its most important stakeholders - its customers, partners, investors and employees.
"ScanSoft and Nuance have realized great individual successes over the past years, and both have contributed significantly to establishing the speech industry. The combination of our resources, talents and capabilities as a result of this merger puts us in an excellent position to amplify these successes, as well as to drive the industry to new heights. We are fully committed to speech and helping customers and partners realize the true value of this exciting technology," noted Chuck Berger, former president and CEO of Nuance Communications, Inc. and a new member of the Board of Directors of ScanSoft.
In conjunction with the closing of the Nuance transaction, ScanSoft also announced that it has closed its previously announced financing transaction with Warburg Pincus, whereby the global private equity firm has purchased approximately 14.2 million shares of ScanSoft common stock at a per share price of $4.24 per share, for an aggregate purchase price of approximately $60.0 million, and acquired a warrant to purchase approximately 3.18 million shares of ScanSoft common stock, exercisable at a price of $5.00 per share. Proceeds from the Warburg Pincus financing transaction will be used to fund the merger of Nuance with ScanSoft and for other corporate purposes. |
