EXHIBIT 99.1
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EAI Leader TSI Software Acquires Web Application Integration Pioneer Novera
Thursday, September 30, 1999 04:04 PM
WILTON, Conn. and BOSTON--(BUSINESS WIRE)--Sept. 30, 1999--
TSI Software Gains First-Mover Advantage in Delivering
B2B, C2B, EAI, and EDI Integration from Single Product Suite
TSI International Software Ltd. (NASDAQ: TSFW), a leader in enterprise
application integration (EAI), today announced it will acquire Novera Software,
Inc., the pioneer in Web application integration (WAI).
This acquisition gives TSI Software first-mover advantage in delivering a
single suite of powerful eBusiness integration software, not currently available
in the market. The combination of TSI Software's market-leading Mercator(R)
integration software with Novera's technology delivers the full range of
capabilities essential for end-to-end integration of Web applications, back-
office systems and external business partners.
Privately held, venture-backed Novera Software, Inc. is the first company
to deliver software for seamless integration of core business systems and
databases with Web-based consumer-to-business (C2B) applications, such as
customer self-service, customer relationship management, and online retailing.
Novera's world class technology Web integration technology has been embraced by
more than 30 industry leaders in eBusiness, including Eddie Bauer, The Home
Depot, MCI, Morgan Stanley and Z-Tel.
TSI Software is acquiring all of the capital stock of Novera for
approximately 1.8 million shares of TSI Software common stock. In connection
with the transaction, TSI Software will assume all outstanding Novera stock
options in exchange for a maximum of approximately 350,000 shares of TSI
Software common stock. The acquisition will be accounted for as a purchase
transaction and is expected to qualify as a tax-free reorganization. The
transaction is structured for immediate closing.
"Today, every enterprise is faced with the enormous challenge of becoming
an eBusiness, almost overnight," stated Connie Galley, TSI Software's president
and CEO. "Huge investments have been made over the last 30 years in applications
and IT infrastructure that now have to be integrated with the Web. With this
acquisition, the days of companies buying or building separate B2B, C2B and EAI
products to facilitate eBusiness initiatives are over. Now companies can, for
the first time, implement a single eBusiness integration software product from a
single vendor to do it all.
"Web-based eBusiness integration has added a major new accelerator to the
already rapidly growing EAI market, a market that has driven TSI Software's over
100% growth. Novera brings rich software capabilities, including industrial
strength management of Web-based transactions, integration with leading
application server products, and built in support for industry standards such as
Java and XML. Combined with their team of highly experienced Web developers and
marketers, these capabilities will dramatically speed our expansion into Web-
based integration."
The strength of TSI Software's base of over 1,000 enterprise customers, its
experienced sales force and large third-party channel of over 100 resellers
should enable the rapid deployment of the combined TSI/Novera products. TSI
Software has over 550 employees in the US, Europe and Asia, and offers products
addressing the mission-critical needs of customers across all industries. These
customers include ABN Amro, American Express, Applied Materials, Bell Canada,
Citibank, Credit Suisse, Deutsche Bank, Eli Lilly, General Motors, Hershey
Foods, Hoechst, IBM, Lockheed Martin, Lucent Technologies, Salomon Smith Barney
and Texas Instruments.
"Together TSI Software and Novera become the clear industry leader in the
eBusiness integration marketplace," said Dave Power, president and CEO of Novera
Software. "This is an exciting growth path for our business. It brings greater
market recognition, broader channel reach, and the opportunity to deliver the
industry's most comprehensive integration solution."
According to an article by John Hagerty in the AMR Research SAP Advisory
Alert published September 30, 1999, "Novera can take any type of data and create
a standards-based object and present it in a recognizable format, such as
Extensible Markup Language (XML). The acquisition of Novera complements TSI's
Mercator product very well, and significantly enhances TSI's ability to
participate in Business Community Integration as part of mySAP.com."
Combining Market Leading Technologies
TSI Software's EAI and WAI capabilities reflect the thought leadership
inherent in the underlying software of each company. Unlike other eBusiness
integration offerings, TSI Software's complete eBusiness integration
capabilities provide the most powerful and comprehensive support for IT
organizations now faced with the challenge of integrating eBusiness initiatives
in diverse computing environments.
Novera's Web integration technology enables organizations to access data
from core business systems to create reusable business components based on
CORBA, COM and EJB. These business components can be exposed in multiple
recognizable Web formats, such as JavaBeans, Java Server Pages (JSP's), XML or
Servlets, making them easy to use and reuse in any Web application. Novera
supports connectivity with leading Web application server products, including
Allaire ColdFusion, IBM WebSphere, SilverStream and Sun NetDynamics. In
addition, Novera delivers the industry's only eBusiness management software
allowing customers to define and maintain system resources, view and control
eBusiness objects in real-
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time, monitor and control clients and components, and facilitate dynamic load
balancing, all through a centralized console.
TSI Software's Mercator is a proven, widely used eBusiness integration
broker that enables organizations to rapidly integrate any and all internal
legacy, packaged, and Web-based applications, while simultaneously providing
integration with customers, suppliers and other business partners. Mercator's
unique technology dramatically reduces the time, cost and effort of integrating
applications by eliminating the need to write and maintain hand-coded
interfaces.
Mercator embraces diversity and complexity, providing scalable, high-
performance integration across a wide spectrum of business environments.
Mercator provides a broad set of transport adapters for B2B including secure
Internet connectivity via HTTP, FTP, and e-mail. In addition, Mercator supports
over 40 different private networks, including VANs, S.W.I.F.T., OASIS, and DTC.
Mercator's support for industry data formats and packaged applications is
extensive, including all of the emerging XML standards, XML initiatives such as
BizTalk, cXML, and XML-BAPI's, EDIFACT, X12, S.W.I.F.T., ACORD, HL7, SAP(TM) and
PeopleSoft(TM). Enterprise adapters are also provided for relational DMBS's and
messaging middleware, including BEA Tuxedo, IBM MQ Series, Microsoft MQ, Oracle
AQ and TIBCO Rendezvous.
About Novera Software
Novera Software, Inc., founded in 1996 and based in Burlington, MA, is the
first company to develop, market and support Web application integration
solutions, enabling organizations to seamlessly integrate Web-based applications
such as customer self-service, customer relationship management and online
retailing with back-end legacy data. Leading companies such as The Home Depot,
MCI and Morgan Stanley use Novera to rapidly integrate, deploy and manage
strategic applications that extend the reach of their businesses and provide
better value to their customers. For additional information on Novera, visit
www.novera.com, or call (888) NOVERA-1.
About TSI International Software Ltd.
TSI Software is a leading provider of packaged EAI and eBusiness
integration software across all industries. TSI Software's flagship product,
Mercator provides software essential for end-to-end integration of applications
that form the backbone of eBusiness, both within and across enterprise
boundaries. TSI Software's technology, leveraging Internet standards such as XML
and EJB, replaces expensive and time consuming integration alternatives such as
manual coding and stand-alone B2B and EAI servers, enabling companies to quickly
and non-invasively integrate their applications with any commerce touchpoint,
including Internet marketplaces, trading partner applications, and web-based
eCommerce applications.
TSI Software is a public company (NASDAQ: TSFW) headquartered in Wilton,
CT. More information about the company can be found on the Internet at
http://www.tsisoft.com.
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Legal Notice Regarding Forward-Looking Statements
Statements in this press release that are not purely historical are
forward-looking statements, including statements regarding TSI International
Software Ltd.'s (the Company) beliefs, expectations, hopes or intentions
regarding the future. Forward-looking statements in this release include, but
are not limited to, statements regarding the growth of the enterprise
application market, the demand for the Company's application integration
solutions and the speed of deployment of new products, including combined
TSI/Novera products. It is important to note that actual outcomes and the
Company's actual results could differ materially from those in such forward-
looking statements. Factors that could cause actual results to differ materially
include risks and uncertainties such as changes in demand for application
integration or eBusiness integration software and the Company's Mercator family
of products in particular, the ability of the Company to expand its
international operations, the ability of the Company to manage expanded global
operations, the ability of the Company to continue to add resellers and other
distribution channels, and the success of third parties in utilizing and
marketing the Company's products, seasonality in operating results, and market
acceptance of and demand for SAP R/3 solutions Readers should also refer to the
risk disclosures outlined in the Company's reports filed with the Securities and
Exchange Commission. All forward-looking statements and reasons why results
might differ included in this release are made as of the date hereof, based on
information available to the Company as of the date hereof, and the Company
assumes no obligation to update any such forward-looking statement or reason why
results might differ.
Mercator is a registered trademarks of the TSI International Software Ltd
(the Company). TSI Software is a trademark of the Company. Novera is a
registered trademark of Novera Software, Inc. SAP, R/3, and mySAP.com and all
SAP product and service names referenced herein are trademarks or registered
trademarks of SAP AG. PeopleSoft is a trademark of PeopleSoft, Inc. Other
product and company names herein may be trademarks of their respective owners.
*T
CONTACT: TSI Software
Cynthia Cronk Brockhoff, 203/761-8600
ccronk@tsisoft.com
or
Edelman Public Relations
Jennifer Haas, 650/429-2733
Jennifer_haas@edelman.com
or
Novera Software, Inc.
Meg O'Leary, 781/270-4422 x238
moleary@novera.com
or
Lois Paul & Partners
Amy Pavel or Ted Weismann, 781/238-5700
amy_pavel@lpp.com
ted_weismann@lpp.com
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