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MRO Software offers to purchase Datastream Systems
December 20, 2001
Bedford, MA, Dec. 20, 2001 - MRO Software, Inc. (Nasdaq: MROI), the leading provider of e-Business solutions for asset-intensive companies, today announced that it has made an offer to purchase Datastream Systems, Inc. (Nasdaq: DSTM), a provider of applications, tools and services for asset lifecycle management based in Greenville, South Carolina.
MRO Software has sent a letter to Datastream's Chairman and CEO offering to purchase Datastream for a price of $6.00 per share, consisting of $1.00 in cash and $5.00 in the form of MRO Software Common Stock, representing a premium of 45% over Datastream's average closing price over the past 15 trading days ($4.15 per share). A copy of MRO Software's offer is attached to this press release.
In the letter, MRO Software indicated that it was prepared to commence discussions immediately and that it believed a transaction could be consummated within eight weeks following execution of definitive documentation. To effect the transaction, MRO Software would commence an exchange offer for all of Datastream's outstanding common stock followed by a merger at the same per share price.
"The logic behind this combination is simple and compelling," said Chip Drapeau, president and CEO, MRO Software. "Done correctly, this transaction should be accretive from both a revenue and earnings perspective, and there is significant potential for business and operational synergies. This combination would allow both businesses to focus on a broader market opportunity, allowing diversification of revenue streams and accelerated growth. The transaction is timely, based on the pronounced shift to pure Web-based applications, and the market's desire for a clear choice for strategic MRO and industrial supplier enablement. It is perplexing to us that Datastream's Board has refused to engage in discussions with us regarding the benefits of the proposed combination."
About MRO Software, Inc. MRO Software is the leading provider of e-Business solutions for asset-intensive companies. As a worldwide leader in enterprise asset maintenance, MRO Software has the technology and in-depth understanding of issues confronting capital asset-intensive industries to connect all participants in the industrial value chain. The Company's solutions help make e-Business easy, practical and affordable.
The Company's Strategic MRO, Online Commerce Services and Enterprise Catalog Management solutions allow customers to streamline their internal processes and compete more efficiently in an increasingly collaborative and electronic market. MAXIMOﾮ, the Company's flagship Strategic MRO solution, is creating value in more than 8,000 organizations located in 103 countries by extending asset life, decreasing operating costs and enabling efficient supplier collaboration.
MRO Software (Nasdaq: MROI) is a global company based in Bedford, Mass., with more than 1,000 employees. The Company markets its products through a direct sales force in combination with a network of international distributors. MRO Software has sales offices throughout North America, Europe, Asia/Pacific and Latin America. Additional information on MRO Software can be found at www.mro.com.
MAXIMOﾮ is a registered trademark, and MRO SoftwareTM is a trademark, of MRO Software, Inc.
Forward Looking Statements This press release and its attachment contain forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). The Company's actual results may differ materially from those suggested by the forward-looking statements and the Company may not realize the benefits intended from the proposed acquisition, for various reasons, including without limitation the failure of Datastream's business, products or technologies to meet the Company's expectations, difficulties in retaining