EXHIBIT (a)(1)(P)
ASCENTIAL SOFTWARE CORPORATION
ANNOUNCES 88.6% OF OUTSTANDING SHARES TENDERED BY MERCATOR SOFTWARE SHAREHOLDERS
TENDER OFFER EXTENDED AS ASCENTIAL SEEKS 90% REQUIRED FOR SHORT-FORM MERGER
WESTBORO, MA, September 9, 2003 - Ascential Software Corporation
(NASDAQ: ASCL), the enterprise data integration leader, announced that
Ascential, through its wholly-owned subsidiary, has extended its tender offer
for all of the outstanding shares of common stock of Mercator Software, Inc.
(NASDAQ: MCTR) until Thursday, September 11, 2003 at 5:00 p.m. (Eastern Daylight
Time), unless further extended. The purchase price per share is $3.00, net to
the seller in cash without interest thereon. The offer was originally scheduled
to expire at 11:59 p.m. on September 8, 2003.
Based on information provided by The Bank of New York, the depositary
for the offer, 32,105,069 shares, or approximately 88.6 % of Mercator's
outstanding shares, were validly tendered in the offer. This includes
approximately 1,059,624 shares, or approximately 3% tendered by notice of
guaranteed delivery.
A common stock option granted by Mercator to Ascential enables
Ascential to reach the 90% ownership required to effect a short-form merger upon
becoming the owner of at least 88.1% of the outstanding Mercator shares, a level
that would be reached upon delivery of the shares tendered by notice of
guaranteed delivery. Ascential intends to effect the short form merger as soon
as practicable following the consummation of the offer, as extended. No
additional stockholder action will be required in connection with the
"short-form" merger.
Shareholders desiring to tender their shares should contact Innisfree
M&A Incorporated, 501 Madison Avenue, 20th Floor, New York, New York 10222 or by
calling toll-free (888)750-5834.
ABOUT ASCENTIAL SOFTWARE
Ascential Software Corporation is the leading provider of enterprise data
integration solutions to organizations worldwide. Customers use the Ascential
Enterprise Integration Suite to integrate and leverage data across all strategic
analytic and enterprise applications with confidence in the accuracy,
completeness and timeliness of critical information. Ascential Software's
powerful data profiling, data quality, data transformation, parallel processing,
meta data and connectivity solutions enable customers to reduce total cost of
ownership and increase return on IT investment. Headquartered in Westborough,
Mass., Ascential Software has offices worldwide and supports more than 2,200
customers in such industries as financial services, telecommunications,
healthcare, life sciences, manufacturing, consumer goods, retail, and
government. More information on Ascential Software can be found on the Web at
www.ascential.com.
FOR MORE INFORMATION, CONTACT:
PRESS: INVESTORS:
Chas Kielt David Roy
Ascential Software Corporation Ascential Software Corporation
(508) 366-3888 x3256 (508) 366-3888 x3290
chas.kielt@ascential.com david.roy@ascential.com
PRESS: INVESTORS:
Jeff Aubin Stephanie Prince / Julie Prozeller
Beaupre & Co. Public Relations, Inc. Financial Dynamics
(603) 559-5838 (212) 850-5600
jaubin@beaupre.com sprince@fd-us.com
jprozeller@fd-us.com
ABOUT MERCATOR SOFTWARE
Mercator delivers its customers and partners The Advantage Inside
Integration(TM), providing Industry-Ready Integration Solutions(TM) that solve
critical business problems in real-time, while leveraging current technology
investments and maximizing ROI. Mercator's core integration technology, MERCATOR
Inside Integrator(TM) 6.7, features a Solutions-Oriented Architecture(TM) which
easily and seamlessly automates high-volume, complex transactions. Over 1,100
enterprise customers leverage the power, speed and flexibility of Mercator's
proven integration technology and industry expertise to build better business
value and faster ROI. To hear why our customers and partners believe Mercator is
the advantage inside integration, visit our Web site at www.mercator.com.
This announcement is for informational purposes only and is neither an
offer to buy or a solicitation of an offer to sell any shares. The tender offer
is being made pursuant to an Offer to Purchase (and related materials) which has
been sent to all Mercator stockholders. The Offer to Purchase contains important
information and should be read by all Mercator stockholders. In connection with
such tender offer, a statement on Schedule TO, as amended, which includes the
Offer to Purchase and other exhibits, was initially filed with the Securities
and Exchange Commission (the "SEC") on August 8, 2003. All documents filed with
the SEC can be examined for free at the SEC web site (http://www.sec.gov.).
The tender offer statement and related materials may be obtained for
free by directing a request by mail to Innisfree M&A Incorporated, 501 Madison
Avenue, 20th Floor, New York, New York 10222 or by calling toll-free
(888)750-5834. They are also available without charge by calling Ascential's
Investor Relations department at (508) 366-3888 or by sending a written request
to Investor Relations, Ascential Software Corporation, 50 Washington Street,
Westborough, Massachusetts 01581.
2
This announcement may include predictions, estimates, or other
forward-looking statement including statements regarding the benefits that
propose tender offer and merger, integration plans, and expected synergies,
effects on the business of the combined company, anticipated future financial
and operating performance, and results including estimates per growth and market
reach and expectations for a price. These statements are based on the current
expectations of our management team. There are a number of risks and
uncertainties that could cause actual results to differ materially. For example
stockholders may not tender the shares or go in favor of the merger. The
integration may involve substantial cost and difficulties that may arise in
successfully integrating the business. Our business may suffer as a result of
the uncertainties surrounding the transaction. In addition, results may be
effected by the ability to expand our market share, growth rates in the
enterprise data integration software market; rapid technological change,
difficulties we may experience integrating technologies, operations, and
personnel of completed or future acquisitions, in general business conditions.
For more detailed review of the risks and uncertainties associated with each
company's business activity, see our respective reports filed with the SEC.
Neither company undertakes any obligation to update its forward-looking
statements as a result of any change in events, conditions, or circumstances.
3