Filed by Aspect Development, Inc.
Pursuant to Rule 425 under the Securities Act of 1933 and
Deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934
Subject Company: Aspect Development, Inc. Commission File No: 000-20749
Information Presented on the Homepage for Aspect Development, Inc.,
Including Hyperlinks to Websites with Information
Regarding Aspect's Merger with i2 Technologies, Inc.
April 20, 2000
ASPECT
DEVELOPMENT
The Next Generation in B2B eCommerce
Webcast Q1 earnings announcement
---------------------------------
conference call with Aspect
---------------------------
Monday, April 17th at 2:00pm PST
[Hyperlink to: http://www.streetfusion.com/Custom/common/loadOutsideURL.asp?]
Aspect Development i2 supplybase.inc
[logo] [logo] [logo]
Largest Merger in History of Software Industry
Creates B2B Marketplace Powerhouse
- Press Release
[Hyperlink to: http://www.aspectdv.com/news/press2000/i2aspect.html]
*** Important Note Regarding Merger***
-------------------------------
[Hyperlink to: http://www.aspectdv.com/mergercaution.html]
Caution Concerning Forward-Looking Statements
The materials presented on and linked to Aspect's website contain certain
statements that are based on Aspect's present expectations of future events.
These statements are "forward-looking statements" within the meaning of the
safe-harbor provisions of the U.S. federal securities laws. These forward-
looking statements are subject to risks and uncertainties that could cause
actual results or outcomes to differ materially from those contemplated by
present expectations. Factors that could cause or contribute to such differences
include, but are not limited to, risks relating to: the consummation of the
contemplated merger between Aspect and i2 Technologies, such as the risk that
the companies may not obtain the required regulatory clearances or stockholder
approval in a timely manner or at all; the timing and successful completion of
technology and product
1.
development efforts; integration of the technologies and businesses of Aspect
and i2; unanticipated expenditures; and changing relationships with customers,
suppliers and strategic partners.
These and other risks associated with the businesses of Aspect and i2 that may
affect their operating results are described in the most recent Form 10-Q, most
recent Form 10-K and other periodic reports filed by Aspect and i2 with the
Securities and Exchange Commission.
Additional Information About the Aspect-i2 Merger
Aspect and i2 expect to mail to stockholders of Aspect and i2 a Joint Proxy
Statement/Prospectus containing information about Aspect, i2 and the merger. In
connection with the merger, i2 plans to file a Registration Statement on SEC
Form S-4. Investors and security holders are urged to read the Registration
Statement and the Joint Proxy Statement/Prospectus carefully when they become
available.
Aspect will be, and certain other persons may be, soliciting proxies from Aspect
stockholders in favor of the adoption of the merger agreement. The directors and
executive officers of Aspect and the directors and executive officers of i2 may
be deemed to be participants in Aspect's solicitation of proxies. Information
regarding the participants in the solicitation and a description of certain
interests the directors and executive officers of Aspect have in the merger, by
security holdings or otherwise, is contained in the document filed with the SEC
by Aspect pursuant to Rule 425 on April 7, 2000.
How to Obtain Documents from the Securities Exchange Commission
In addition to the Registration Statement and the Joint Proxy
Statement/Prospectus, Aspect and i2 file annual, quarterly and other periodic
reports, proxy statements and other information with the SEC. You may obtain
free copies of these documents, as they are filed, through the website
maintained by the SEC at http://www.sec.gov.
You may read and copy any reports, statements or other information filed by
Aspect or i2 with the SEC at the SEC public reference rooms at 450 Fifth Street,
N.W., Washington, D.C. 20549 or at any of the SEC's other public reference rooms
in New York, New York and Chicago, Illinois. Please call the SEC at 1-800-SEC-
0330 for further information on the public reference rooms. Aspect's and i2's
filings with the SEC are also available through commercial document-retrieval
services.
How to Obtain Documents from Aspect
Free copies of the Joint Proxy Statement/Prospectus and other documents, when
they become available, may also be obtained from Aspect by directing a request
through the Investors Relations portion of Aspect's website at
http://www.aspectdv.com or by mail to Aspect Development, Inc., 1395 Charleston
Rd., Mountain View, CA 94043, attention: Investor Relations, telephone: 650-428-
2700.
- --------------------------------------------------------------------------------
2.
i2, Aspect Announce Largest Merger In History of Software Industry
$9.3 Billion Stock Transaction Creates B2B Marketplace Powerhouse
***Important Note regarding Merger***
[Hyperlink to: http://www.aspectdv.com/mergercaution.html]
i2, Aspect Development Announce Largest Merger in History of Software Industry;
$9.3 Billion Stock Transaction Creates B2B Marketplace Powerhouse
DALLAS, Texas and MOUNTAIN VIEW, Calif., March 13 /PRNewswire/ -- i2
Technologies, Inc. (Nasdaq: ITWO -news), the leading provider of intelligent
eBusiness solutions, and Aspect Development, Inc. (Nasdaq: ASDV - news), the
global leader in collaborative solutions for business-to-business (B2B)
marketplaces, today announced a definitive agreement to merge. The $9.3 billion
stock-for-stock deal is the largest in the history of the software industry. It
combines the strengths of two companies with proven track records to expand the
TradeMatrix(TM) B2B marketplace solution and rapidly deliver best-of-breed
eCommerce content, product design collaboration and direct procurement.
The company estimates that the combined revenues of i2 and Aspect in 2000 will
make it the largest provider of software and content for B2B. With 4,000
employees and a research and development budget of nearly $1 million per
business day, the combined company has by far the largest base of technology and
expertise to meet customers' needs and expectations.
Under the agreement, i2 will acquire all of the outstanding stock and stock
options of Aspect. Each outstanding share of Aspect will be exchanged at a ratio
of .55 share of i2 common stock for each share of Aspect stock, taking into
account Aspect's 2 for 1 stock split that became effective today. The exchange
ratio represents a 35 percent premium to Aspect's closing stock price on March
10, 2000. Aspect shareholders will own approximately 18 percent of the combined
company. For the transaction, i2 will issue or reserve for issuance
approximately 44.9 million shares of i2 common stock. Based upon i2's closing
price on March 10, the total value of the transaction is approximately $9.3
billion, taking into account all outstanding stock and stock options of Aspect.
At closing, Aspect will become a subsidiary of i2 with Romesh Wadhwani, Aspect
chairman and CEO, becoming vice chairman of i2 and a member of i2's Board of
Directors.
"The merger will create a B2B marketplace powerhouse with unmatched solution
breadth and depth of functionality, unparalleled content, and a laser-focus on
value creation," said Sanjiv Sidhu, chairman and CEO, i2. "Already, the two
companies have delivered $10 billion in value to customers."
In addition, i2 entered into a definitive agreement to acquire Supplybase Inc.,
a leading provider of solutions for web-based product design and sourcing of
custom parts and assemblies. Supplybase delivers content about more than 100,000
suppliers. Under the agreement, i2 will issue or reserve for issuance
approximately 1.8 million shares of i2 common stock, valued at approximately
$380 million, for all of the outstanding stock and stock options of Supplybase.
3.
The transactions are expected to be neutral to 2000 cash earnings and accretive
to 2001 cash earnings.
Merger Builds on Common Vision and Extends TradeMatrix Solution
i2, Aspect and Supplybase share a common vision for the next generation of
eMarketplaces. TradeMatrix provides a complete solution for marketplaces that
spans all of the important B2B processes, from product design, to procurement,
planning, fulfillment, delivery, and customer care. As a result of the merger
the expanded solution will enable intelligent commerce in direct materials used
in making products as well as equipment and supplies used to keep plants
running. The increased functionality, from design collaboration to strategic
sourcing for direct materials will help trading partners reduce their
inefficiencies by leveraging combined spend, collaborating in product
development and eliminating excess inventory.
"These deals advance i2's aggressive strategy to accelerate the development of
solutions that will continually increase value to TradeMatrix users from concept
to customer," said Sanjiv Sidhu, i2 chairman and CEO. "The integration of
these three best-of-breed companies will multiply the value of eProcurement."
"Our combined company has the most complete vision for the eMarketplaces,"
said Romesh Wadhwani, Aspect chairman and CEO. "We have the scale that global
trading partners need and the best B2B technology platform available today."
Aspect is the established market leader for design collaboration, direct
procurement and content, enabling companies to effectively manage the mission-
critical parts and supplies used in design and operations, which represents
approximately 75 percent of the procurement spend. Aspect's eCommerce content
provides information on more than 17 million standard products and supplies used
in business today which is collected and maintained in an easy-to-search
database and has effectively become the "fuel" for e-Commerce. This rich content
solution enables companies to quickly find the right materials and supplies, at
the right price and time, to run their businesses effectively.
"Customers are the big winners in this merger," said Dennis Stradford, CEO,
Supplybase. "We think customers will want to make our platform their standard
for B2B."
Customers of the combined company represent 400 of the world's largest
manufacturers and $4 trillion in planned purchases in such industries as high-
tech, automotive and industrial equipment, aerospace and defense, chemical,
consumer goods and retail, electronics and utilities.
Together the companies will:
-- Help companies reduce their spending on direct components used in products
and indirect materials and supplies.
-- Enable companies to increase revenues through faster development of new
products by enhancing collaboration inside the enterprise and with trading
partners.
-- Allow customers to rapidly search for and compare parts and components from
the world's largest repository of 17 million products and more that 100,000
suppliers, promoting part/design re-use and allowing
4.
manufacturers to consolidate suppliers.
-- Help businesses work more intelligently with their partners, suppliers,
service suppliers and customers to conduct business together in real time,
and to make more profitable decisions by effectively managing all their
business processes including procurement, fulfillment, product development,
and customer care.
-- Expand their sales force and direct channel.
-- Accelerate innovation in B2B and business-to-consumer (B2C) eCommerce
development.
The merger with Aspect will be accounted for as a purchase transaction and is
expected to be tax-free to Aspect's shareholders. The agreement has been
unanimously approved by both companies' Boards of Directors and is subject to
approval by both i2 and Aspect shareholders. Certain of the officers and
directors of both companies have agreed to vote their shares in favor of the
transaction. The closing of the transaction is subject to customary conditions,
including obtaining necessary regulatory approvals.
The acquisition of Supplybase will be accounted for as a purchase transaction
and is expected to be tax-free to Supplybase's shareholders. The agreement is
subject to approval by Supplybase's shareholders; however, certain of
Supplybase's officers and directors have agreed to vote their shares in favor of
the transaction. The closing of the transaction is subject to customary
conditions.
The transactions will result in substantial one-time charges along with ongoing
substantial amortization of intangibles.
About i2
i2 is the leading global provider of intelligent eBusiness solutions. Founded in
1988, i2's vision is to add $50 billion of value for its customers by the year
2005. i2 is headquartered in Dallas, has approximately 3,000 employees and
maintains offices worldwide. For additional information, visit i2 at www.i2.com.
TradeMatrix is a comprehensive electronic business solution that enables
companies to deploy business-to-business and business-to-consumer portals.
TradeMatrix offers the broadest spectrum of solutions and hosted services
available including procurement, commerce, fulfillment, customer care, retail,
planning and product development enabling customers, partners, suppliers and
service providers to conduct business in real-time.
TradeMatrix services and marketplaces are powered by i2's advanced optimization
and execution capabilities for improved decision-making.
NOTE: i2 is a registered trademark of i2 Technologies, Inc. TradeMatrix is a
service mark of i2 Technologies, Inc.
About Aspect Development
5.
Aspect, headquartered in Mountain View, CA, is the leading global provider of
collaborative solutions for business-to-business B2B eCommerce and inbound
supply for the enterprise and its trading partners. Aspect solutions provide
decision support and content for procurement, product development, operations,
eCommerce, and marketplaces. Aspect delivers the largest value proposition of
any B2B eCommerce solution by reducing production and non-production/MRO spend
and increasing revenue and market share by accelerating new product
introduction. More than 180 of the world's largest companies, with combined
annual revenue of $1 trillion and $500 billion in annual inbound supply spend,
are all customers of Aspect. For further information on Aspect, visit at
www.aspectdv.com.
About Supplybase
Supplybase, headquartered in San Francisco, CA, is the leader in providing web-
based solutions that integrate products, content, and services to optimize the
development and sourcing of customer parts and assemblies. Supplybase customers
include high-tech manufacturers of computer systems and peripherals,
electronics, medical devices, and telecommunications systems. For more
information, visit http://www.supplybase.com.
Additional Information and Where to find It
i2 Technologies plans to file a Registration Statement on SEC Form S-4 in
connection with the merger, and i2 and Aspect expect to mail a Joint Proxy
Statement/Prospectus to stockholders of i2 and Aspect containing information
about the merger. Investors and security holders are urged to read the
Registration Statement and the Joint Proxy Statement/Prospectus carefully when
they are available. The Registration Statement and the Joint Proxy
Statement/Prospectus will contain important information about i2, Aspect, the
merger and related matters. Investors and security holders will be able to
obtain free copies of these documents through the website maintained by the U.S.
Securities and Exchange Commission at http//www.sec.gov. Free copies of the
Joint Proxy Statement/Prospectus and these other documents may also be obtained
from Aspect by directing a request through the Investors Relations portion of
Aspect's website at http//www.aspectdv.com or by mail to Aspect Development,
Inc., 1395 Charleston Rd., Mountain View, CA 94043, attention: Investor
Relations, telephone: 650-428-2700.
In addition to the Registration Statement and the Joint Proxy
Statement/Prospectus, i2 and Aspect file annual, quarterly and special reports,
proxy statements and other information with the Securities and Exchange
Commission. You may read and copy any reports, statements or other information
filed by i2 or Aspect at the SEC public reference rooms at 450 Fifth Street,
N.W., Washington, D.C. 20549 or at any of the Commission's other public
reference rooms in New York, New York and Chicago, Illinois. Please call the
Commission at 1-800-SEC-0330 for further information on the public reference
rooms. i2's and Aspect's filings with the Commission are also available to the
public form commercial document-retrieval services and at the Web site
maintained by the Commission at http://www.sec.gov.
Aspect, its directors, executive officers and certain other members of
management and employees may be soliciting proxies from Aspect stockholders in
favor of the adoption of the merger
6.
agreement. A description of any interests that Aspect's directors and executive
officers have in the merger will be available in the Joint Proxy
Statement/Prospectus.
Cautionary Language:
This news release contains forward-looking statements that involve risks and
uncertainties that could cause actual results or outcomes to differ materially
from those contemplated by the forward-looking statements. Factors that could
cause or contribute to such differences include, but are not limited to, risks
relating to the consummation of the contemplated merger, including the risk that
required regulatory clearances or stockholder approval might not be obtained in
a timely manner or at all. In addition, statements in this press release
relating to the expected benefits of the contemplated mergers are subject to
risks relating to the timing and successful completion of technology and product
development efforts, integration of the technologies and businesses of i2,
Aspect and Supplybase, unanticipated expenditures, changing relationships with
customers, suppliers and strategic partners and other factors described in the
most recent Form 10-Q, most recent Form 10-K and other periodic reports filed by
i2 and Aspect, with the Securities and Exchange Commission.
- --------------------------------------------------------------------------------
Information Week -Aspect Deal Continues i2's Push Into E-Commerce
-----------------------------------------------
[Hyperlink to: http:\\www.informationweek.com]
INFORMATION WEEK
Aspect Deal Continues i2's Push Into E-Commerce $9.3 billion acquisition
positions supply-chain vendor as business-to-business commerce
By Alorie Gilbert
--------------
i2 Technologies Inc. has long ruled the supply-chain planning software roost.
But in a world driven by E-commerce, the vendor knows its position is precarious
at best.
To stay relevant in the age of online marketplaces and Internet-driven
procurement, i2 last week spearheaded the largest software merger in history: a
$9.3 billion all-stock deal with Aspect Development Corp., which sells software
to help companies source and procure parts and supplies for product design and
operations. The merger follows a move earlier this month in which i2 signed a
$400 million deal with IBM and Ariba Inc. that lets IBM integrate and resell i2
and Ariba applications.
"They're really advancing themselves from a supply-chain vendor to a business-
to-business E-commerce solution," says Tom Harwick, an analyst at Giga
Information Group. He says i2's unique strength in the E-commerce equation is
its understanding of the intricate relationships between companies and their
suppliers, and of the flow of materials used to build finished products. That
makes i2 one of the few application vendors able to go beyond online commerce
for plant maintenance and office supplies--an area Ariba and Commerce One Inc.
dominate--and facilitate the more-complex relationships required to produce
goods.
7.
By adding Ariba's online procurement system and Aspect's product-development
suite to its E-business portfolio, called TradeMatrix, i2 says it has the
business-to-business arena covered. "We own pretty much all the touch points to
a customer," i2 president Greg Brady says.
Customers can mix and match TradeMatrix components (see chart), and either
license the software or pay subscription and transaction fees for i2 to host it.
In some cases, i2 and its customers--including the aerospace division of
Honeywell, Toyota Motor USA, and apparel maker VF Corp.--become equity
stakeholders in a marketplace. Brady says similar deals with Home Depot Inc. and
Nike Corp. are in the works.
By teaming with Aspect, i2 can add another dimension to online commerce: tools
that help companies decide what to buy and from whom to buy it. By providing a
database of 17 million standard parts and supplies, Aspect, which will become a
subsidiary of i2, adds content, an important dimension to Internet marketplaces.
Also, i2 acquired startup Supplybase Inc. for $380 million in stock last week,
gaining tools to streamline subcontracted manufacturing.
While analysts say the Aspect deal is a shrewd move for i2, it brings plenty of
challenges. Aspect, for example, will have to rationalize its partnerships with
i2 competitors such as SAP, which has rights to resell Aspect software. And i2
must prove it hasn't taken on more than it can manage.
Some i2 customers worry whether the vendor will stay focused on its core E-
commerce capabilities, rather than expanding its alliances. But they also see a
benefit to such relationships. "There should be economies of scale that let us
use software like Aspect for less than if we were to purchase it ourselves,"
says Bill Dean, E-commerce project manager at Lucent Technologies Power Systems
in Mesquite, Texas. The company is about to go live with a TradeMatrix pilot
project that will let it share demand- forecast information and material
requirements on the Internet with customers, contractors, suppliers, and
distributors. "Today, we use E-mail and manual processes, which can delay us for
weeks," Dean says. "Collaboration over the Web will immediately improve
accuracy, allowing us to better schedule production and commit to availability
of manufactured product."
As software vendors announce marketplace deals at a dizzying pace, analysts say,
some alliances are likely to crumble. For instance, i2 had signed on to
participate in an automotive marketplace for General Motors, but when GM joined
online forces with DaimlerChrysler and Ford last month, i2 took a backseat to
Ford's partner, Oracle, which is taking a more-dominant role even though it
doesn't have a supply-chain product available.
Still, i2 is pushing forward. Brady says the vendor's next targets are consumer-
focused industries such as retail, packaged goods, and consumer electronics, and
it plans to build hooks into other popular business-to-business trading
exchanges, such as Ariba Network.
While i2 is building momentum, it has to be diligent about following through on
its promises, analysts say. Some products the vendor acquired in the early '90s
still aren't fully integrated with its supply-chain suite. "They're focused more
on expanding their vision than integrating what they already have," Giga Group's
Harwick says. "That means the solutions clients get are a subset of what they
envisioned."
8.
- --------------------------------------------------------------------------------
Inter@ctive Week -i2 no longer a B2B me-too
--------------------------
[Hyperlink to: http://www.zdnet.com/intweek/stories]
I2 No Longer A B2B Me-Too
By Mel Duvall, Inter@ctive Week
----------
March 20, 2000 7:46 AM ET
In a remarkably short period of time, Dallas-based i2 Technologies has vaulted
from the position of an also-ran in the Internet marketplace race to being a
clear front-runner.
Capping a month in which the company launched marketplaces in key industry
sectors and formed a broad partnership with rival Ariba and IBM, i2 last week
acquired Aspect Development for $9.3 billion. The goal, says i2's Chairman and
Chief Executive Sanjiv Sidhu, is nothing less than to create a "B2B [business-
to-business] commerce juggernaut."
"This combination offers us an unparalleled breadth and depth of capability,"
Sidhu says of the latest deal. "We will now be able to build marketplaces where
businesses can collaborate with customers and collaborate with suppliers to
design products right from the start."
A Big Deal
The transaction, which is expected to close in the third quarter, would be the
largest software deal ever. The next largest is Computer Associates
International's $4 billion bid to acquire Sterling Software, announced just last
month.
In exchange for $9.3 billion in stock, i2 gains access to what has been
described as the largest Internet-ready database of parts and their myriad
attributes. Aspect maintains information on some 17 million parts from 100,000
suppliers in a variety of sectors.
Sidhu says that content will now be plugged into i2's TradeMatrix platform, a
software architecture used to create Internet marketplaces in such industries as
aerospace, agriculture, automotive and retail.
"Content enables the first step in Internet commerce - it's the fuel of B2B,"
says Romesh Wadhwani, Aspect's chairman and CEO. "For companies, it answers the
question of what to buy, from where and at what prices."
To further boost its database of supplier content, i2 also announced that it has
acquired Supplybase, a provider of Web-based software for sourcing custom parts.
The deal was for $380 million in stock.
9.
While industry analysts acknowledge that i2 paid a stiff price for Mountain
View, Calif.-based Aspect, they applaud the move toward a more fully integrated
B2B service offering.
Giga Information Group analyst Tom Harwick says it's another sign of the change
that's taking place in the industry, from offerings that address one aspect of
B2B commerce - such as corporate procurement - toward packages that encompass a
product's entire life cycle.
"It really is a welcome step in the evolution of e-business," Harwick says.
"This is the kind of integration that will allow companies to optimize the flow
of products throughout their supply chains."
In the grand scheme of things, here's how the fully integrated offering would
work:
. A manufacturer could use the content from Aspect to find the best parts
for a new or existing product - for example, a fan blade in a new
engine.
. Once a product's design is complete, the manufacturer could use i2's
TradeMatrix platform to find the best price for the needed parts, using
such mechanisms as catalogs, auctions and reverse auctions.
. Through a partnership with Ariba and IBM, i2 plans to offer a more full-
featured purchasing application for large corporations with big
operating budgets.
. I2's trademark supply chain management software would be used to track
the availability of parts and the flow of products throughout the supply
chain.
The agreement significantly raises i2's profile in the B2B commerce arena and
puts the company on a level playing field with such industry favorites as Ariba,
Commerce One and Oracle.
However, unlike Ariba and Commerce One, which are just beginning to record
revenue in the millions of dollars, the merger of i2 and Aspect creates an
enterprise with annual revenue approaching $1.5 billion. The companies also have
installations at roughly 1,200 Fortune 2,000 companies.
I2 was formed in 1988 by Sidhu, then a software engineer at Texas Instruments.
He had a vision of how software could be used to coordinate the flow of goods
and materials throughout the manufacturing process, so that manufacturers and
suppliers could reduce inventories and cut costs.
I2 became locked in a two-way race with Manugistics Group for leadership of the
new class of software, known as supply chain management, and by early 1999 i2
had begun to clearly outpace its rival. The company's position was boosted by
its early recognition of the importance the Internet would play in intercompany
transactions.
10.
Gregory Brady, i2's president, says that's a realization that the giant
Enterprise Resource Planning (ERP) companies were slow to capitalize on, and has
ultimately led to their falling out of favor in the market.
"The older ERP systems allow you to only work within the four walls of a
company," Brady says. "The Internet allows you to get a global view. If you rely
on partners to supply parts for the products that you make, you can plan and get
a view into their operations. The old ERP guys are trying to convince the market
that an ERP system is a B2B system - but that's just hype."
Birds Of A Feather
With Aspect, i2 is essentially acquiring a company with a similar technology and
strategic vision. Brady says i2 is following a path that Cisco Systems used to
achieve its market dominance: Find a complementary technology and buy it using a
strong stock price.
In the past year, i2's stock price has increased by close to 900 percent, while
Aspect's has shot up an equally impressive 700 percent.
On March 13, i2 closed at $191 per share; Aspect closed at slightly less than
$97.
"We are moving closer to the Cisco model," Brady says. "We have an open
architecture that, as we acquire companies, allows us to add features easily."
Aspect, which was founded in 1991, had already been working with i2 for six
months to integrate its supplier content into i2's TradeMatrix platform. Aspect
had also formed a partnership with Commerce One, and the companies say that
partnership will continue under the new ownership.
Rich Williams, a financial analyst at Jeffries & Co., says he expects to see
more of the front-runners in the marketplace race make similar acquisitions or
alliances that will add supplier content to their offerings. He says i2 will
gain some efficiencies by combining Aspect's operations and sales force with its
own, but that really wasn't a factor in the merger.
"Certainly they gain some important customers and can eliminate some overhead,
but that's not what drove this," Williams says. "My sense is this is much more
about integration and selling a vision to the market."
- --------------------------------------------------------------------------------
CNBC Interview -i2 Technologies and CEO Sanjiv Sidhu and Aspect Development CEO
---------------------------------------------------------------
Romesh Wadhwani on the merger
- -----------------------------
[Hyperlink to video clip of interview:
http://www.aspectdv.com/videos/cnbc0300.html]
[Hyperlink to transcript of video:
http://cnbcdowjones.com/msnbc/March__00/031300/transcripts/0313sida.html, and is
also printed below]
11.
CNBC- Market Watch
Interview With I2 Technologies Chairman And Ceo Sanjiv Sidhu And Aspect
Development Chairman And Ceo Romesh Wadhwani
March 13, 2000
SUMMARY: i2 Technologies will buy Aspect Development for $9.3 billion in stock
in what is the largest software deal ever. Sidhu comments on how much the B2B
craze was a factor in this deal. Wadhwani comments on when the deal will
officially close and when it will be accretive for the company.
Ted: As we've been telling you, i2 Technologies to acquire Aspect Development,
9.3 billion in stock. This transaction would be the largest software deal ever.
Joining us now, Sanjiv Sidhu, Chairman and CEO of i2 Technologies and Romesh
Wadhwani, Chairman and CEO of Aspect Development. Gentlemen, good morning.
Good morning.
Good morning.
Ted: Mr. Wadwhani, let me start off with you. Exactly what do your respective
companies do?
Our company helps our customers reduce spend by helping them buy the right
products from right suppliers at the right time and we also help increase
revenues by building the right products and doing it in the fastest time frame
so they can be most competitive. And we provide all of the decisions about
software and the content that they need to be successful in delivering huge
benefits.
Ted: Mr. Sidhu, B2B, business-to-business is hot. We have heard more and more
about it of late. How much of this craze was a factor in you deciding to do this
deal now?
Well, the opportunity that B2B marketplaces is what led to this merger. We
believe that large value can be created by building the next generation
marketplaces. Next generation marketplaces start all the way from designing
product in collaboration with your customers, in collaboration with your
suppliers, truly driving down sourcing costs, truly collaborating with logistic
suppliers to deliver customer satisfaction.
Ted: What economies of scale do you get here?
Large economies of scale, I believe, that a product that costs 10 dollars in the
market, in the future could cost two dollars, because of the efficiencies.
What's really happened is that businesses have focused within their four walls,
and pushed all inefficiencies out. Today, what we are finding is a new
generation or off industrial revolution where the entire ecosystem will be
brought up to new efficiency levels, to B2B e-commerce.
Ted: Let me ask you first all of when does deal close and second of all when is
it expected this will be accretive for new entity?
12.
The deal is expected to close in 90 to 120 days after it has gone through all
the regulatory approvals. I believe it was announced at financial conference
this morning, that it will be neutral on a cash earnings basis this year and
accretive next year.
Ted: You are expecting shareholder approval?
I'm certainly expecting shareholder approval. I think it is a great day for
shareholders.
Boards of both, why didn't you do strategic alliance decide to be acquired here?
We already have strategic alliance with i2 and I think we felt that customers
were ready to put all of the weight behind a combination that would bring scale
vision and complete capability. So, when you combine to companies together
looking at 4,000 employees, almost 200 million dollars in R and D. Many of the
world's largest companies several hundreds of them collective revenues perhaps
four trillion dollars, collective spend half as much. So, in terms of scale, no
one can match us in B2B. In terms of vision, the completeness of solution we
provide can't be matched. We deliver five times the functionality of any
alternative, my friend says 10 times the value. I completely agree with him. So,
when you put all this together, effectively you've got de facto standard for
B2B, and we would like to think every customer would want to talk to us about
helping them with B2B solutions.
Ted: A pleasure to have you both here. We thank you. Good luck on this deal.
Sanjiv Sidhu is Chairman and CEO of i2 Technologies, and Romesh Wadwhani is
Chairman and CEO of Aspect Development.
- --------------------------------------------------------------------------------
Financial Times -i2 in $9.3bn deal for Aspect [Hyperlink to:
----------------------------
http://www.news.ft.com/ft]
i2 in $9.3bn deal for Aspect
By Tom Foremski in San Francisco - 14 Mar 2000 05:16GMT
------------
i2 Technologies, a leading provider of software for e-business, agreed on Monday
to acquire Aspect Development in a stock swap deal valued at about $9.3bn.
The two companies said the combined entity would become the largest provider of
software for business-to-business (B2B) electronic transactions and enable large
online exchanges linking customers and suppliers.
A key motivation for the merger is the ability to better compete against Oracle,
the leading US software group, which has recently become involved in building
several substantial online market exchanges.
13.
"The business-to-business market is on fire. We are at the cusp of the next
major industrial revolution, which will eliminate inefficiencies and add huge
value to our customers," said Sanjiv Sidhu, chairman and chief executive of i2.
The combined entity has no overlap in products and will be far ahead of any
competitor, said Romesh Wadhwani, chairman and CEO of Aspect.
"You can look at our competition in terms of hype or reality. If hype is the
determining factor, then Oracle is our closest competitor. In reality, we don't
consider that we have anybody that comes close," Mr Wadhwani said.
Oracle has managed to win some high profile deals for large electronic markets.
The company announced on March 8 an online exchange it is building with Chevron
and Wal-Mart. This followed a deal announced on February 25 with General Motors,
Ford Motor and DaimlerChrysler to create a massive online supplier exchange.
Such B2B online exchanges use the internet to link suppliers with customers and
potentially offer very large procurement cost savings.
It is a market that has become the focus of several emerging software companies
such as Ariba and Commerce One.
Under the terms of the agreement, i2 will exchange 0.55 of its common shares for
each share of Aspect. The deal values Aspect at a 35 per cent premium to its
Friday close.
The share price of i2 dropped to $180 3/8, down $27 5/8, on news of the deal
before recovering to $191 1/2 in mid-session on Monday. Aspect shares were up
about 14 per cent or $11 3/4 to $96 3/4 at mid-day.
- --------------------------------------------------------------------------------
THE DAY AHEAD: Girth is golden in the B2B market
- ------------------------------------------------
[Hyperlink to: http://www.zdii.com/industry_list]
Inter@ctive Investor, March 13, 2000
ZD Net Interactive Investor
March 14, 2000 7:31am
THE DAY AHEAD: Girth is golden in the B2B market
By Larry Dignan ZDII
------------
The $9.3 billion merger of i2 Technologies (Nasdaq: ITWO) and Aspect Development
(Nasdaq: ASDV) highlights one of the emerging commandments of business-to-
business e-commerce -- girth is golden.
14.
Once you peel away all the pyrotechnics about "the largest in the history of the
software industry," this merger is really about being big in terms of employees
and revenue. Although economies of scale and complementary products have
something to do with the deal, i2 really wants to be viewed as a big fish. When
you're big, you can attract those big, old economy customers.
The actual price tag of the i2-Aspect deal is almost irrelevant because both
companies are playing with inflated currency -- both i2 and Aspect shares are up
more than 700 percent in the last six months.
I2 said it expects to be the largest provider of software and content for B2B in
terms of revenue. I2 and Aspect had combined 1999 revenue of $666 million.
"The companies we compete with are generally larger, just in terms of sheer
scale. But what we've got here is, we now have 4,000 people focused on one
thing, which is B2B e-commerce," said Bob Evans, president of Aspect, in an
interview with ZDII.
The B2B sector is expected to hit $1.5 trillion by 2003, and there are tons of
development stage firms competing to link customers up with their partners and
suppliers.
Sounds exciting, but B2B customers may be skittish about the latest startup on
the block. And they sure don't want to hear about your inflated market
capitalization. The B2B crowd is more established and wants a track record --
that means companies like IBM (NYSE: IBM) and Oracle (Nasdaq: ORCL) have an
edge.
The solution? Smaller B2B players have to get big quickly either through
acquisitions or alliances. That's where the i2 and Aspect merger comes in.
I2, which was already landing some key pacts with blue-chip customers, can now
say to a customer, "Hey, we're big and getting bigger. We can meet your needs."
A company with 400 employees can make the same pitch, but expect industry titans
to be wary.
Girth is in. And the examples of the trend are plentiful.
Last week, IBM teamed up with Ariba (Nasdaq: ARBA) and i2 to deliver an end-to-
end B2B package. Under the alliance, IBM bought a stake in Ariba and i2. The
three companies will also integrate their marketing and support and resell each
other's software.
IBM gets to resell Ariba and i2 software, and Ariba and i2 can say they hang out
with Big Blue. Don't be surprised if IBM winds up owning one of its two most
recent partners.
Ariba has been working feverishly to align itself with blue-chip brands, most
recently Dell Computer (Nasdaq: DELL).
15.
The "size matters" flag is being also being waved with a lot of success by
Oracle. Oracle last week said it will join with Chevron and a division of Wal-
Mart to create an online marketplace for the convenience store industry.
Oracle also wiggled its way into an auto part auction network created by Ford
Motor Co., General Motors Corp. and DaimlerChrysler AG. The network will move
$250 billion worth of parts each year.
Commerce One (Nasdaq: CMRC), partnered with GM, was well-positioned in the deal,
but must get along with Oracle, which is partnered with Ford. The Big Three
automakers are driving this B2B ship.
Oracle has also teamed with Sears, Roebuck & Co. and Carrefour Supermarche, two
of the world's largest retailers, on an online retail exchange.
What's Oracle's biggest advantage? Size. Customers know a lot more about Oracle
than they do a company like FreeMarkets (Nasdaq: FMKT) or Ariba.
In the B2B world, girth is golden if you want to win the business of those old
economy giants. Expect more mergers like i2 and Aspect.
- --------------------------------------------------------------------------------
Software Deals Boost Online Markets
- -----------------------------------
[Hyperlink to: http://www.mercurycenter.com/business]
San Jose Mercury News, March 13, 2000
San Jose Mercury News
Posted at 12:24 a.m. PST Tuesday, March 14, 2000
Software deals boost online markets
By Cecilia Kang
------------
Mercury News Staff Writer
Software maker i2 Technologies Inc. stepped up the race to build online
marketplaces for businesses Monday with two acquisitions aimed at creating a
powerhouse in the business-to-business software market.
Dallas-based i2 acquired Aspect Development Inc. of Mountain View for $9.3
billion in stock, beefing up its portfolio of products that link manufacturers
with suppliers to trade goods, supply raw materials and manage inventory. The
deal is the largest acquisition of a software company by dollar value, analysts
said.
Also Monday, i2 said it will buy privately held Supplybase Inc. for 1.8 million
shares in a deal valued around $380 million. Supplybase's software lets
companies collaborate online with their suppliers on designing parts.
16.
"Our strategy is to be the one-stop shop for people who are setting up B-to-B
ecosystems," said i2 Chief Executive Sanjiv Sidhu.
i2 sells software that allows manufacturers to track the availability of parts
from suppliers, helping them better plan for production and eliminate excess
inventory that can result in added costs. Called supply-chain management
software, i2's product line is considered a "sweet spot" in business-to-business
e-commerce, promising huge savings for companies.
Aspect's contribution
Aspect's technology, which complements i2's software, allows suppliers and their
customers to collaborate on product design, a common practice in the
manufacturing industry. Aspect also provides availability and pricing
information on 17 million industrial parts from 7,000 suppliers.
"With our complementary solutions, we feel most companies will want to talk to
us before they make any decision on their B-to-B strategy," said Aspect CEO
Romesh Wadhwani. "In fact, they will want to buy from us."
Under the Aspect deal, i2 will swap 0.55 share of its stock for each share of
Aspect, after accounting for Aspect's two-for-one stock split, which took effect
Monday.
Stockholders of i2 responded negatively to the deal, sending the shares down 8
percent to $191.19. Aspect's stock gained 13.9 percent to $96.81.
Sidhu said i2 and Aspect's technologies focus on the transactions involving
direct goods -- such as customized car parts used directly in making an
automobile. According to i2, companies spend around 75 percent of their supply
budget on direct goods with the remaining 25 percent spent on products like
pencils and chairs that aren't directly related to manufacturing but are
necessary to run the daily operations of a business.
Ariba Inc. is seen as the leading software provider for online marketplaces of
indirect goods, and i2 last week struck an alliance with Ariba and IBM to help
supply the whole range of goods to customers.
Wadhwani will become vice chairman of i2 and a member of i2's board of
directors. Wadhwani said he and Aspect's employees will remain in their Mountain
View headquarters after the merger.
Combined, Aspect and i2 will have annual revenues of nearly $700 million, 4,000
employees and a research and development budget of more than $200 million, the
companies said.
"What this does is raise i2's profile as a leading B-to-B supplier," said Dave
Moy, an equity analyst at Chapman Co. in Baltimore. "And what all participants
in the B-to-B marketplace have to consider is how to gain visibility."
17.
Bert Hochfeld, an analyst at Josephthal & Co. in New York, said the deal makes
sense because the two companies have collaborated on projects since last
October.
What rivals offer
He said rival software companies in the online business-to-business market offer
strong auction and procurement capabilities, but no one else offers an expertise
in supply-chain management.
"When it comes to the exchange of direct materials, if you don't buy from i2,
you are being self-destructive," said Hochfeld.
Software makers have been rushing to join hands with manufacturing giants,
announcing scores of partnerships in the last few weeks.
On Monday, Dell Computer Corp. said it would use Ariba's technology to create a
marketplace for its small and medium-sized customers to buy and sell Dell's
computer products. American Express also announced it would collaborate with
Ariba to develop an online payment processing system for all the new online
business exchanges.
Analysts predict that the future rewards of online exchanges will be enormous,
with some $2.7 trillion in transactions expected to go through online
marketplaces by 2004.
Software providers can win revenue from license fees for their technology as
well as transaction fees charged on the online exchanges.
The biggest exchange was announced last month, when Oracle Corp. and Commerce
One Inc. announced that they were teaming up with Ford Motor Co., General Motors
Corp. and DaimlerChrysler AG to create an online auto parts exchange to handle
as much as $800 billion a year in transactions.
Wadhwani said rival Oracle won't be able to win the battle for online
marketplaces.
"Enterprise resource management companies like Oracle base their technology on
internal requirements of an enterprise rather than external requirements of a
marketplace where many companies have to work together and collaborate with each
other," said Wadhwani.
- --------------------------------------------------------------------------------
i2 Broadens Online Commerce Vision With Aspect Acquisition
- -----------------------------------------------------------
[Hyperlink to: http://www.informationweek.com/story]
Information Week, March 13, 2000
Information Week Online Newsflash
March 13, 2000
18.
i2 Broadens Online Commerce Vision With Aspect Acquisition
Two high-flying software companies, i2 Technologies Inc. and Aspect Development
Inc., revealed their intention to join forces today in a bid to bring a new
dimension to online commerce--tools that help companies decide what to buy and
from whom to buy it.
The $9.3 billion all-stock deal, the largest software merger ever, combines two
technology vendors with a common goal of facilitating business-to-business E-
commerce. I2 Technologies, the market leader in supply-chain management
software, provides the software platform for several online marketplaces through
a set of E-commerce products and services called TradeMatrix. Since launching
TradeMatrix last fall, the company has struck deals with Toyota, the aerospace
division of Honeywell, and apparel maker VF Corp. to build trading exchanges for
their industries.
Aspect, which will become a subsidiary of i2, provides software that helps
manufacturers decide which parts and components to procure for building products
based on design specifications. Providing a database of 17 million standard
parts and supplies, Aspect says it adds an important dimension to Internet
marketplaces--content. "This deal further ratifies that content is increasingly
becoming an important part of E-commerce and online trading exchanges," Gartner
Group analyst Dave Burdick says. "Companies needs tools to make better business
decisions, not just execute the those decisions."
While observers agree the deal is complementary, it brings up some sticking
points for both companies. Aspect, for example, will have to rationalize
partnerships with i2 competitors such as enterprise resource planning provider
SAP, which has rights to resell Aspect software. For i2, the challenge will be
to ensure it hasn't bitten off more than it can chew. Last week, the company
announced a reseller agreement with Ariba Inc. and IBM, and today it acquired
another company, Supplybase Inc., for $380 million in stock. "I2 has been
absorbing a lot of companies," Burdick says. "Executing against these is going
to be a challenge, as all mergers and acquisitions are."
Alorie Gilbert
- --------------
- --------------------------------------------------------------------------------
i2 Technologies buys Aspect Development in $9.3 billion deal
- ------------------------------------------------------------
[Hyperlink to: http://yahoo.cnet.com/news/0-1008-200-
1570345.html?pt.yfin.cat_fin.txt.net]
CNET, March 13, 2000
CNET News.com
i2 Technologies buys Aspect Development in $9.3 billion deal
By Erich Luening
-------------
Staff Writer, CNET News.com
March 13, 2000, 9:40 a.m. PT
UPDATE Software maker i2 Technologies today made two acquisitions intended to
jump-start its push into the business-to-business e-commerce market.
19.
i2 plans to buy Aspect Development, a competing maker of business-to-business
software, for $9.3 billion in what may be the largest merger ever in the
software industry, the companies said today.
Under the terms of the stock-for-stock deal, the companies will combine their
business-to-business (B2B) technologies and services to expand the i2
TradeMatrix marketplace. TradeMatrix provides technology and services that
deliver e-commerce content, product design and direct procurement software, the
companies said in a statement.
i2 was down $18, or 9 percent, at $190, while Aspect climbed $11.75, or 14
percent, to $96.75 on news of the deal.
Tom Harwick, an analyst with Giga Information Group, said today's news is no
surprise. This is the natural evolution of the companies' relationship, which
includes an equity investment by i2 in Aspect, collaboration on projects during
the last six months, and joint marketing deals, said Harwick.
"This is a good move. Aspect provides component supply-management technology,
which gives developers the ability to design their products for better movement
through the supply chain. This is real good for i2 customers," Harwick said.
The move is also telling of i2's focus. "This means i2 is getting serious about
direct individual procurement," said Laurie Orlov, an analyst with Forrester.
"If you couple this with its partnerships with IBM and Ariba, where it gets
services and consulting from IBM and a strong procurement platform from Ariba,
you get a full...business-to-business procurement package now, where Aspect
provides the content and catalog-aggregation technology."
The acquisition is the latest in a string of deals in the growing market for
software and services that connect companies with their suppliers and customers.
Last week, Internet Capital Group, a venture firm that invests in Web companies,
said it would buy a majority stake in privately held software firm RightWorks
for $657 million to fortify its position as a leading provider of online
marketplaces.
Greg Brady, president of i2 Technologies, said the acquisition of Aspect will
help bulk up its technology and services for its TradeMatrix customers. "We're
trying to deploy a whole set of services. Aspect is a very good fit because they
are very strong in strategic sourcing. This will give our customers a complete
e-procurement package. They will also provide us with content. The company has a
database of 17 million items and components. This helps customers to know what
to buy and who to buy it from."
i2 also said it will buy Supplybase, a provider of technology for Web-based
product design and detailing of custom parts and assemblies, the company said
today.
Supplybase delivers content about more than 100,000 suppliers. Under the
agreement, i2 will issue or reserve for issuance approximately 1.8 million
shares of i2 common stock, valued at approximately $380 million, for all of the
outstanding stock and stock options of Supplybase.
20.
i2 will exchange 0.55 share for each Aspect share after Aspect's 2-for-1 stock
split, the companies said. Aspect shares were expected to start trading on a
post-split basis today.
Aspect shareholders will own approximately 18 percent of the combined company,
which will employ about 4000 people.
Founded in 1988, i2 is a provider of business-to-business and business-to-
consumer software.
Aspect, headquartered in Mountain View, Calif., provides collaborative software
for business-to-business marketplaces, which allow business partners and
suppliers to do online transactions.
- --------------------------------------------------------------------------------
CBS MarketWatch i2 buying Aspect in $9.3 billion deal
- -----------------------------------------------------
[Hyperlink to:
http://cbs.marketwatch.com/archive/20000313/news/current/itwo.htx]
CBS MarketWatch, March 13, 2000
I2 buying Aspect in $9.3 billion deal
By Steve Gelsi, CBS MarketWatch
-----------
Last Update: 11:35 AM ET Mar 13, 2000
DALLAS, Texas (CBS.MW) -- Shares of I2 Technologies lost 11 percent Monday after
the company said it's buying Aspect Development for $9.3 billion in a business-
to-business technology deal hailed as the largest transaction ever in the
software business.
Shares of I2 fell 22 7/8 to 185 1/8 in recent trading. Meanwhile, Aspect gained
8.9 percent, or 7 9/16, to 92 9/16.
I2 Technologies (ITWO: news, msgs) will pay $114.40 per share for Aspect (ASDV:
news, msgs), a 35 percent premium over its Friday closing price, taking into
account a 2-for-1 split which became effective.
Mountain View, Calif.-based Aspect Development and I2 said their combined
revenue will make it the largest provider of software and content for business-
to-business.
"With 4,000 employees and a research and development budget of nearly $1 million
per business day, the combined company has by far the largest base of technology
and expertise to meet customers' needs and expectations," the companies said in
a press release.
Aspect shareholders will get 0.55 shares of I2 common stock for each Aspect
share.
Aspect shareholders will own about 18 percent of the combined company.
I2 will issue about 44.9 million shares of common stock for the deal.
21.
Aspect will become a subsidiary of I2 with Romesh Wadhwani, Aspect chairman and
chief executive, becoming vice chairman of I2 and a member of I2's Board of
Directors.
In a separate move, I2 will also issue 1.8 million shares to buy privately held
supply content specialist Supplybase in a deal worth about $380 million.
The transactions are expected to be neutral to 2000 cash earnings and accretive
to 2001 cash earnings, I2 said.
Customers of the combined company represent 400 of the world's largest
manufacturers and $4 trillion in planned purchases in such industries as high-
tech, automotive and industrial equipment, aerospace and defense, chemical,
consumer goods and retail, electronics and utilities.
Steve Gelsi is an online reporter for CBS MarketWatch.
- --------------------------------------------------------------------------------
i2 to Buy Aspect Development for $9.3 Billion
- ---------------------------------------------
[Hyperlink to: http://dailynews.yahoo.com/h/nm/20000313/bs/tech_aspect_2.html]
Reuters, March 13, 2000
Monday March 13 11:57 AM ET
i2 to Buy Aspect Development for $9.3 Bln
NEW YORK (Reuters) - Software maker i2 Technologies Inc. (NasdaqNM:ITWO - news)
plans to buy Aspect Development Inc. (NasdaqNM:ASDV - news), a competing maker
of business-to-business software for e-commerce, for $9.3 billion in the largest
merger ever in the software industry, the companies said on Monday.
Dallas-based i2 would exchange 0.55 share for each Aspect share outstanding
after Aspect's two-for-one stock split, representing a 35 percent premium to
Aspect's closing stock price on Friday after adjustment for the split, they
said. Aspect's shares started trading on a post-split basis Monday.
The deal represents the latest merger in the burgeoning market for software and
services that help businesses link suppliers with customers. Last month business
software provider Computer Associates International Inc. (NYSE:CA - news) agreed
to buy Sterling Software Inc. (NYSE:SSW - news) for $4 billion.
Just ahead of this merger, i2 last week struck a deal with software maker Ariba
Inc. (NasdaqNM:ARBA - news) and International Business Machines Corp. (NYSE:IBM
- - news), the world's biggest computer services provider, to help companies
develop their own on-line systems for buying, selling, distribution and
inventory management.
22.
Shareholders of the Mountain View, Calif.-based Aspect, would own about 18
percent of the combined company. For the transaction, i2 plans to issue or
reserve for issuance about 44.9 million shares of common stock.
The agreement has been approved by both companies' boards of directors and is
subject to approval by both i2 and Aspect shareholders.
"The merger will create a business-to-business marketplace powerhouse with
unmatched solution breadth and depth of functionality, unparalleled content, and
a laser-focus on value creation," Sanjiv Sidhu, i2's founder, chairman and
chief executive.
Sidhu said one of the key elements that made Aspect attractive was its large
database of companies, which Aspect says includes 180 of the world's largest
firms, as well as powerful search engine software for finding suppliers and
buyers on-line.
Combined with i2's Tradematrix software for connecting businesses, Aspect's
database and software would give the merged company's products "at least five
times the functionality of any other B2B (business-to-business) platform,"
Sidhu said in a media conference call.
"Our technology allows them (companies) to buy the right part from the right
supplier at the right price," said Aspect chairman and chief executive Romesh
Wadhwani, who will become a vice chairman of i2 and a member of its board of
directors.
Software from the merged company would also give customers the ability to
collaborate in designing products with their suppliers and partners over
computer networks, both CEOs said.
The deal would create a company with combined 2000 revenues making it the
largest provider of software and content for the business-to-business market.
The combined company would have 4,000 employees and a research and development
budget of more than $200 million, the companies said. Aspect would become an i2
subsidiary.
Also on Monday, i2 said it entered into a definitive agreement to acquire
privately held software and services provider Supplybase Inc. for another 1.8
million common shares, or about $380 million in stock.
Supplybase provides solutions for the Web-based product design and sourcing of
custom parts and assemblies.
While the agreement must be approved by Supplybase's shareholders, some of its
officers and directors have agreed to vote their shares in favor of the
transaction, the companies said.
The transactions are expected to be neutral to 2000 cash earnings and accretive
to 2001 cash earnings, and would result in substantial one-time charges along
with ongoing substantial amortization of intangibles, the companies said.
23.