Mark and all,
This is from wsj :
Borland to Purchase Visigenic
In Deal Valued at $150 million
Dow Jones Newswires
Borland International Inc., a maker of software-development tools,
said Tuesday that it plans to buy Visigenic Software Inc., a
developer of so-called object-based programming tools, in a stock
swap with an indicated value of about $142 million, or $9.84 a
share.
Borland, based in Scotts Valley, Calif., said Visigenic
shareholders will receive 0.81988 Borland share for each
Visigenic common share. Shares of Borland settled at $12
Monday. Visigenic, of San Mateo, Calif., had about 14.4 million
shares outstanding as of Sept. 30, meaning the deal would be
valued at some $141.7 million. Borland said it will issue about
12.5 million shares in the transaction, which it expects to complete
in the first quarter of next year.
Borland said the boards of both companies have approved the
acquisition but shareholders of both firms still have to vote on the
deal.
Borland last month surprised analysts by posting a slight profit, a
big step in turning itself around. For its second quarter ended
Sept. 30, Borland said net income was $1.5 million, or three cents
a share, compared to a net loss of $14.3 million, or 40 cents a
share, in the same period a year ago. Sales, meanwhile, were
$42.5 million, up 8%.
Once the provider of general-purpose application programs,
Borland was forced by declining sales to focus on selling
software-programming products aimed at industry professionals.
Borland has been struggling to find a successful formula for
several years since retreating from a broad effort to compete with
Microsoft Corp. and others with mainstream programs such as
spreadsheets.
Borland has emphasized a subcategory of products used to
develop large-scale software for corporations. It also has began
charging fees for most of its technical-support services, and is
shifting its marketing efforts away from direct-mail and print ads
and more toward the Internet.
Visigenic has incurred significant losses and negative cash flow,
largely because of product-development, sales and merger costs.
For the quarter ended in September, Visigenic reported a net loss
of $3.6 million, or 25 cents per share, compared with a net loss of
$2.3 million, or 18 cents a share, in the year-ago period. Revenue
rose 26% to $5.6 million.
Visigenic says its business has shifted "dramatically," to the point
that the majority of its revenue comes from sales of object request
broker, or ORB, software technology as opposed to
database-software tools. Visigenic's core product, VisiBroker,
enables software from various developers to communicate with
each other. Netscape Communications Corp. and Hitachi Ltd.
have products that use Visigenic's technology. Other companies,
including Oracle Corp. and Novell Inc. also have said they will use
Visigenic technology.
In September, Visigenic bought German consulting firm Interactive
Objects Software GmbH for about $3 million. Interactive Objects
had been working with Visigenic's competitor, Iona Technologies
PLC, but the companies had a falling out, industry sources said.
Visigenic went public last summer.
Shares of Borland traded on the Nasdaq early Tuesday at
$11.1875, off 81.25 cents. Visigenic's shares traded early
Tuesday at $8.1875, up $2.9375.
Object-based programming refers to software programs written in
building-block fashion, a more efficient process than traditional
line-by-line code writing. Objects, or components, are chunks of
programming and data that can be used over and over again in
different programs. Because the same blocks of information are
used repeatedly, it is easy for programmers to understand each
others' work and make changes simply and quickly.
regards,
BPP |
