CIMdata PLM Industry Summary Online Archive
6 October 2004
Company News
Aspen Technology Signs Definitive Transaction with Honeywell as Part of Settlement with the Federal Trade Commission
Aspen Technology, Inc. has signed a definitive agreement to sell its operator training business and ownership of the intellectual property to its Hyprotech engineering products to Honeywell International. The transaction, which is subject to approval by the Federal Trade Commission (FTC) after a 30-day public comment period, would resolve the company's dispute with the FTC in its entirety, and enable AspenTech to continue to market, sell and develop Hyprotech's technologies, with the exception of the AXSYS product line, which was recently divested to Bentley Systems.
As part of the sale of the Hyprotech source code to Honeywell, AspenTech will retain a perpetual, worldwide, royalty-free license to the entire Hyprotech engineering software product line, and will have the right to continue to develop and sell Hyprotech products. AspenTech's customer licenses for its HYSYS and related products, and the Aspen RefSYST and Aspen Oil & GasT solutions, will not be transferred.
The terms of the transaction provide for a $6 million cash payment by Honeywell to AspenTech in consideration of a transfer of ownership of the intellectual property of the Hyprotech products, and its operator training business. Honeywell will assume $4 million of accounts receivable from AspenTech as part of the transaction. Additional terms include 1) a retention of the existing Hyprotech business and a license to the Hyprotech products by AspenTech that provides for the continuation of its rights to market, sell and develop Hyprotech products, 2) a three-year agreement not to compete in operator training services by AspenTech, and 3) a two-year support agreement under which AspenTech will provide Honeywell with source code to its new releases of the Hyprotech products transferred.
"We are extremely pleased that this transaction will allow us to fully resolve our litigation with the FTC," said David McQuillin, President and CEO, AspenTech. "This is a win-win solution for all parties involved. The FTC resolves its complaint, AspenTech is able to continue marketing, selling and developing all of its existing and planned engineering software products, with the exception of those used exclusively in the operator training business, and customers will receive the high level of products, services, support and innovation they have come to expect from AspenTech.
"By putting the FTC complaint behind us, customers will be able to continue to invest confidently in our integrated solutions for the enterprise operations management market. Our ability to provide broad solutions for the engineering, plant operations, and supply chain business processes that underpin their operations differentiates us in the industry and enables us to provide real-time data to forecast and simulate the economic impact of operational decisions."
Honeywell and AspenTech expect the transaction contemplated by this agreement to be closed within 60 days of the signing of the definitive agreement.
The company will hold a conference call and webcast to discuss these preliminary results, as well as the pending resolution of the FTC proceeding, tomorrow morning at 8:30 a.m. EDT. A replay of the call will be available on AspenTech's website and will also be available for 48 hours via telephonic replay, beginning at 11:00 a.m. EDT tomorrow, and can be accessed by dialing (800) 642-1687, and entering confirmation code 1394279.
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