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Technology Stocks : Son of SAN - Storage Networking Technologies -- Ignore unavailable to you. Want to Upgrade?

To: w2j2 who wrote (1201)	4/30/1999 10:28:00 AM
From: J Fieb	Respond to of 4808

Box Hill and Artecon to merge NEW YORK, April 30 (Reuters) - Data storage companies Box Hill Systems Corp. and Artecon Inc. on Friday said they have signed a definitive agreement to merge in a stock-for-stock deal. The deal calls for Box Hill Systems to issue 9.5 million shares to Artecon holders, making the deal worth $57 million, based on Box Hill's closing price on Thursday of six. Shares of Artecon Thursday closed at 2-3/8. Under the deal, Artecon Inc. stock would be converted into 0.40 of a share of Box Hill, the companies said. Box Hill closed at $6.00 a share on Thursday. The companies said the deal will create create one of the largest independent sellers of informational storage systems for Storage Area Networks and the Internet. Boxhill stockholders will own about 60 percent of the new company and Artecon holders will own the remaining 40 percent of the new shares. The transaction is expected to boost earnings in the first year of the merger, excluding one-time integration-related charges. The new company, to be called Box Hill Systems Corp. and headquartered in Artecon's home of Carlsbad, Calif., will record a one-time charge to reflect costs associated with the merger in the quarter in which the transaction is closed, the companies said. It is expected to close in the third quarter. The boards and a majority of the stockholders of both companies have approved the tax-free merger, which will be accounted for as a pooling of interests. Company representatives could not be reached for comment. Box Hill's Chief Executive Officer Philip Black and Artecon's James Lambert will serve jointly as CEO, with Black focusing on international operations and Lambert overseeing domestic, the companies said. ''Box Hill's strength in the financial services and traditional telecommunications sectors compliments Artecon's strength in the emerging telecommunications/internet services providers and government sectors,'' Black said. ''In addition, Box Hill has a strong presence on the East Coast and Artecon on the West. The combined company will also have significant presence in Europe as well as in the Pacific Rim.''