Source: SS&C Technologies
SS&C Technologies, Inc. (Nasdaq: SSNC) announced today that, pursuant to the offer made March 7, 2005 by its wholly-owned subsidiary, 1651943 Ontario Inc., to purchase all the outstanding common and class C shares of Financial Models Company Inc.(FMC), 9,678,574 common shares and 1,344,400 class C shares of FMC have been deposited as of 5:00 p.m. (Toronto time) on April 14, 2005.
This represents approximately 99.8% of the outstanding common shares of FMC and 100% of the outstanding class C shares of FMC.
The offer expired at 5:00 p.m. (Toronto time) on April 14, 2005, and 1651943 Ontario Inc. is taking up the shares deposited as of that time and shall pay for each share within the delays required by law. 1651943 Ontario Inc. also intends to acquire, pursuant to the provisions of the Ontario Business Corporations Act, or in such manner as permitted by law, the shares held by persons who have not accepted the offer. The aggregate purchase price for the FMC shares, including those shares not tendered, is approximately US$159,000,000. To finance the acquisition of FMC, SS&C has borrowed US$75,000,000 under its line of credit with Fleet National Bank, a Bank of America company, and is using approximately US$84,000,000 from cash on hand.
Bill Stone, SS&C's Chairman of the Board and Chief Executive Officer, commented, "This is a defining moment for SS&C and FMC. We look forward to leveraging our combined strengths to build a new force in the industry, with the size and scope to offer our markets leading technology, industry expertise, innovation and service. We expect this acquisition will broaden our geographical footprint and create the potential for significant growth that will benefit SS&C shareholders, clients and employees. Our immediate focus is on the disciplined and deliberate integration of our two companies in a way that best serves our clients and continues to grow our business."
"We are forming our integration planning teams by drawing on the best from both companies," stated Norm Boulanger, President and Chief Operating Officer of SS&C. "Our goal is to implement best practices, identify new marketing opportunities and explore efficiencies that will ultimately form a single, integrated business, offering world-class solutions to the financial services industry. FMC has powerful solutions that complement our product and service offerings extremely well. There is also a tremendous amount of synergy between our technology, our ASP services, our markets and our client base, providing us with increased scale and better go-to-market capabilities."