CIMdata PLM Industry Summary Online Archive
8 April 2008
Acquisitions
IBM: Watchtower Has Increased Its Holding in Telelogic to 98.7%
This Offer is not being made nor will any tender of shares be accepted from or on behalf of holders in any jurisdiction in which the making of the Offer or the acceptance of any tender of shares therein would not be made in compliance with laws of such jurisdiction. The Offer is not being made, directly or indirectly, in or into Australia, Canada, Japan or South Africa. The Offer is being treated in the United States as one to which the “Tier II” exemption mentioned in Rule 14d-1(d) under the U.S. Securities Exchange Act of 1934 is applicable. The press release has been published in Swedish and English. In the event that there are any differences between the language versions, the Swedish version shall prevail.
International Business Machines Corporation (“IBM”), through its indirect wholly-owned subsidiary Watchtower AB (“Watchtower”) (previously Goldcup D 2933 AB), a Swedish private limited liability company, announced on June 11, 2007 a recommended public cash offer to the holders of all issued and outstanding shares in Telelogic AB (publ), to tender all Telelogic shares to Watchtower (the “Offer”). The Offer has been unanimously recommended by the Board of Directors of Telelogic.
On March 27, 2008, Watchtower announced that all conditions of completion of the Offer had been satisfied and that Watchtower therefore declared the Offer unconditional. Watchtower also announced that it had decided to extend the acceptance period to enable Telelogic shareholders who had not accepted the Offer to accept the Offer.
By April 3, 2008, being the end of the final extended acceptance period under the Offer, Telelogic shareholders holding an aggregate of 244,312,723 shares, corresponding to approximately 98.7% of the share capital and the total number of votes in Telelogic, had accepted the Offer. Settlement in respect of the Telelogic shares duly tendered during the final extended acceptance period is expected to occur on or around April 15, 2008.
Except for the Telelogic shares tendered under the Offer, Watchtower has not purchased any Telelogic shares.
The last trading day in the Telelogic share on the OMX Nordic Exchange Stockholm will be April 25, 2008. Furthermore, Watchtower has initiated compulsory acquisition proceedings with respect to the remaining Telelogic shares.
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