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Dassault Systèmes today announces that it will commence a cash tender offer for all of the issued and outstanding shares of common stock of Exa Corporation (“Exa”) for a price of $24.25 per share. The tender offer will be made pursuant to an Offer to Purchase, to be dated October 12, 2017, and in connection with the previously announced merger agreement, dated September 27, 2017, among certain Dassault Systèmes’ subsidiaries and Exa. 

The tender offer will expire at 5:00 p.m., New York City time, on November 9, 2017, unless otherwise extended or terminated.  Any extensions of the tender offer will be followed as promptly as practicable by public announcement thereof, and such announcement will be made no later than 9:00 a.m., New York City time, on the next business day after the previously scheduled expiration date. 

Dassault Systèmes has filed a tender offer statement on Schedule TO with the United States Securities and Exchange Commission (the “SEC”).  3DS Acquisition 3 Corp., a US subsidiary of Dassault Systèmes, is the purchaser in the tender offer.  The Offer to Purchase contained within the Schedule TO sets out the terms and conditions of the tender offer. 

Exa has also filed a Solicitation/Recommendation Statement with the SEC, which includes, among other things, the recommendation of Exa’s board of directors that Exa stockholders tender their shares in the tender offer. 

As soon as practicable following the completion of the tender offer, Dassault Systèmes will acquire all remaining Exa shares through a merger at the tender offer price. 

The tender offer and the merger are subject to customary closing conditions, including the tender by Exa stockholders of at least one share more than 50% of the outstanding and issued shares of Exa (calculated on a fully-diluted basis) and required regulatory approvals. 

For more information, visit www.3ds.com/investors/exa-tender-offer

To view the original press release, please click here.

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