TogetherSoft, which at one time was considered the Triangle’s next company to go public, instead has been sold.
The custom software developer was acquired this morning to Borland Software Corporation for $185 million in cash and stock.
Borland Software Corporation (Nasdaq: BORL) said in an announcement that a “definitive agreement” had to been signed. The deal calls for TogetherSoft investors and stock holders to receive $82.5 million cash plus some 9,050,000 shares in Borland stock, which closed at $11.34 on Tuesday.
In a statement, TogetherSoft’s Chairman and Founder Peter Coad said: “TogetherSoft and Borland combined would be a powerful force in connecting programmers, designers, and managers in real time – code, designs, and project plans always up-to-date, always in-sync.”
Borland said it was expected that Coad would remain with the combined venture.
Borland stock has risen 30 percent in value in just the last 10 days. But it is still well off its 52-week high of $18.40. BORL has traded as low as $6.48 in recent months.
No details about any job losses or office consolidations were disclosed. TogetherSoft has some 390 employees, generated more than $50 million in revenues over the past four quarters, and has thousands of customers for its customized software worldwide. The company recently hired Jeffrey Lunsford, a Georgia tech graduate and former executive at S1 Corporation, to be its president and chief executive officer.
Earlier this year, Coad stepped down from the role as chief executive officer and insisted the move was his idea. He retained the title as chairman. Lunsford replaced John “Beau” Vrolyk who took over for Coad on an interim basis then left to become a partner in Warburg & Pincus. He remained on TogetherSoft’s board.
“Two industry leaders in development and design have agreed to join forces to offer customers a new path for delivering software applications to market faster,” said Borland’s President and Chief Executive Officer Dale Fuller in announcing the deal.
“Competitive pressures and time-to-market demands continue to compress the development process, making comprehensive, integrated solutions more important than ever. By tightly integrating TogetherSoft’s design and analysis technology with Borland’s development solutions, we would enable companies to create business applications more quickly and to compete more effectively. We believe this acquisition would significantly strengthen our product offerings and our leadership position in accelerating software application development.”
Borland said the boards of both companies already have approved the acquisition and noted that stockholders and “certain other stockholders with representatives on the board” at TogetherSoft had pledged to vote for the sale. Combined, they own 67.5 percent of TogetherSoft stock, Borland added.
The California firm also said it expected the acquisition to produce between $60 million and $70 million in revenue for 2003 but noted acquisition costs could run as high as $7 million. Overall, Borland expects sales to be as high as $370 million next year.
Earlier this month Borland also moved to acquire Starbase Corp. (Nasdaq: SBAS).
The sale is expected to close in the fourth quarter.