FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the Month of February 2005 (February 23, 2005)
TECNOMATIX TECHNOLOGIES LTD.
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(Name of Registrant)
Delta House, 16 Abba Eban Avenue, Herzliya 46120, Israel
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(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F:
Form 20-F [ X ] Form 40-F [ ]
Indicate by a check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1): ______
Indicate by a check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(7): ______
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934:
Yes [ ] No [ X ]
If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): Not Applicable
The information included in the Form 6-K is incorporated by reference to the
Registrant's Registration Statement on Form F-3/A, registration number
333-115214.
On February 25, 2005, Tecnomatix issued a press release announcing that, on
February 23, 2005, the German Federal Cartel Office approved UGS Corp.'s
acquisition of all of the outstanding equity of Tecnomatix. A copy of this
press release is attached as Exhibit 1 to this Report on Form 6-K and is
incorporated by reference herein.
On March 1, 2005, Tecnomatix issued a press release announcing that, on
February 28, 2005, its shareholders had approved the acquisition by UGS Corp.
of all of the outstanding equity of Tecnomatix. A copy of this press release is
attached as Exhibit 2 to this Report on Form 6-K and is incorporated by
reference herein.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
TECNOMATIX TECHNOLOGIES LTD.
Date: March 1, 2005 By: /s/ Oren Steinberg
_______________________________
Name: Oren Steinberg
Title: Executive Vice President and
Chief Financial Officer
EXHIBIT INDEX
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Exhibit
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1 Press release, dated February 25, 2005
2 Press release, dated March 1, 2005
EXHIBIT 1
[UGS LOGO] [TECNOMATIX LOGO]
MEDIA CONTACTS: INVESTOR CONTACTS:
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Mendi Paschal - UGS Doug Barnett - UGS
972-987-3210 972-987-3352
paschal@ugs.com doug.barnett@ugs.com
Shaun Ennis - Tecnomatix Oren Steinberg - Tecnomatix
603-766-9515 972-9-9594891
shaun.ennis@tecnomatix.com osteinberg@tecnomatix.com
FOR RELEASE AT 8:00 A.M. CST FRIDAY, FEBRUARY 25, 2005
German Federal Cartel Office Approves UGS Corp.'s Acquisition of Tecnomatix
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PLANO, Texas, and HERZLIA, Israel - UGS Corp., a leading global provider of
product lifecycle management (PLM) software and services, and Tecnomatix
Technologies Ltd. (NASDAQ:TCNO), the leader in Manufacturing Process Management
(MPM) software solutions for the automotive, electronics, aerospace and other
manufacturing and processing industries, today announced that on Feb. 23, the
German Federal Cartel Office approved UGS' acquisition of all of the
outstanding equity of Tecnomatix.
About UGS
UGS is a leading global provider of product lifecycle management (PLM) software
and services with nearly 4 million licensed seats and 42,000 clients worldwide.
The company promotes openness and standardization and works collaboratively
with its clients in creating enterprise solutions enabling them to transform
their process of innovation and thus begin to capture the value of PLM. For
more information on UGS products and services, visit www.ugs.com.
About Tecnomatix Technologies Ltd.
Tecnomatix Technologies Ltd. (NASDAQ: TCNO) provides the world's leading
Manufacturing Process Management (MPM) solutions for the automotive,
electronics, aerospace and other manufacturing and processing industries.
Tecnomatix eMPower solutions for MPM enable the design, simulation, and
execution of production processes, and provide real-time control and visibility
throughout shop-floor operations. More than 5,000 companies worldwide are using
eMPower solutions to reduce operating costs, accelerate product introductions,
and shorten time-to-volume -- while maintaining high levels of product and
process quality. With offices in over 20 countries, Tecnomatix supports such
global leaders as BMW, Boeing, Comau, Ford, GM, Mazda, Philips, Schneider
Electric and Volkswagen. For more information, visit www.tecnomatix.com.
The statements in this news release that are not historical statements,
including statements regarding future product integration and development and
the benefits of the proposed transaction, are forward-looking statements within
the meaning of the federal securities laws. These statements are subject to
numerous risks and uncertainties, many of which are beyond UGS' and
Tecnomatix's control, which could cause actual results to differ materially
from such statements, including the risks that the proposed transaction is not
consummated or that UGS or Tecnomatix does not realize the expected benefits.
UGS has included a discussion of other pertinent risk factors in the final
offering memorandum relating to our 10% Senior Subordinated Notes, a copy of
which is available from the company. In addition, for more details about the
risks and uncertainties of Tecnomatix's business, refer to the Tecnomatix's
filings with the Securities and Exchange Commission. The companies disclaim any
intention or obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.
Note: UGS, Teamcenter and E-factory are registered trademarks of UGS Corp. or
its subsidiaries in the United States and in other countries. All other
trademarks, registered trademarks or service marks belong to their respective
holders.
EXHIBIT 2
[UGS LOGO] [TECNOMATIX LOGO]
MEDIA CONTACTS: INVESTOR CONTACTS:
Mendi Paschal - UGS Doug Barnett - UGS
972-987-3210 972-987-3352
paschal@ugs.com doug.barnett@ugs.com
Shaun Ennis - Tecnomatix Oren Steinberg - Tecnomatix
603-766-9515 972-9-9594891
shaun.ennis@tecnomatix.com osteinberg@tecnomatix.com
FOR RELEASE AT 4:00 P.M. CST TUESDAY, MARCH 1, 2005
Tecnomatix Shareholders Approve Acquisition by UGS Corp.
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PLANO, Texas, and HERZLIA, Israel - UGS Corp., a leading global provider of
product lifecycle management (PLM) software and services, and Tecnomatix
Technologies Ltd. (NASDAQ:TCNO), the leader in Manufacturing Process Management
(MPM) software solutions for the automotive, electronics, aerospace and other
manufacturing and processing industries, today announced that Tecnomatix
shareholders approved the acquisition by UGS Corp. of all of the company's
outstanding equity.
About UGS
UGS is a leading global provider of product lifecycle management (PLM) software
and services with nearly 4 million licensed seats and 42,000 clients worldwide.
The company promotes openness and standardization and works collaboratively
with its clients in creating enterprise solutions enabling them to transform
their process of innovation and thus begin to capture the value of PLM. For
more information on UGS products and services, visit www.ugs.com.
About Tecnomatix Technologies Ltd.
Tecnomatix Technologies Ltd. (NASDAQ: TCNO) provides the world's leading
Manufacturing Process Management (MPM) solutions for the automotive,
electronics, aerospace and other manufacturing and processing industries.
Tecnomatix eMPower solutions for MPM enable the design, simulation, and
execution of production processes, and provide real-time control and visibility
throughout shop-floor operations. More than 5,000 companies worldwide are using
eMPower solutions to reduce operating costs, accelerate product introductions,
and shorten time-to-volume -- while maintaining high levels of product and
process quality. With offices in over 20 countries, Tecnomatix supports such
global leaders as BMW, Boeing, Comau, Ford, GM, Mazda, Philips, Schneider
Electric and Volkswagen. For more information, visit www.tecnomatix.com.
The statements in this news release that are not historical statements,
including statements regarding future product integration and development and
the benefits of the proposed transaction, are forward-looking statements within
the meaning of the federal securities laws. These statements are subject to
numerous risks and uncertainties, many of which are beyond UGS' and
Tecnomatix's control, which could cause actual results to differ materially
from such statements, including the risks that the proposed transaction is not
consummated or that UGS or Tecnomatix does not realize the expected benefits.
UGS has included a discussion of other pertinent risk factors in the final
offering memorandum relating to our 10% Senior Subordinated Notes, a copy of
which is available from the company. In addition, for more details about the
risks and uncertainties of Tecnomatix's business, refer to the Tecnomatix's
filings with the Securities and Exchange Commission. The companies disclaim any
intention or obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.
Note: UGS, Teamcenter and E-factory are registered trademarks of UGS Corp. or
its subsidiaries in the United States and in other countries. All other
trademarks, registered trademarks or service marks belong to their respective
holders.