LONDON, March 7 /PRNewswire/ --
- Acquisition Will Strengthen ERP Vendor's Position in Key Vertical
Markets
This is a revised release of "Solarsoft Business Systems to Acquire
Chelford Group plc" distributed over PR Newswire at 10:07, today 7th March.
Please note the additional text starting from the paragraph beginning 'The
Directors of Solarsoft'.
Solarsoft Business Systems announced today that the board of
Chelford Group plc ("Chelford") has agreed to recommend an offer by Solarsoft
Acquisition Limited ("Solarsoft") to acquire Chelford.
Chelford, a company admitted to trading on AIM (a market
operated by the London Stock Exchange), provides specialist solutions in the
areas of supply chain management, ERP, manufacturing, warehousing and
distribution, asset tracking and financials. Since admission to AIM in 2000,
Chelford has become a leading provider of enterprise solutions based upon its
own intellectual property SAP, Microsoft and CODA software products.
Commenting on the offer, Shawn McMorran, Chief Executive of
Solarsoft Business Systems said: "Chelford is an excellent fit with Solarsoft
Business Systems, and our overall strategy to build significant value by
acquiring small to medium-sized, complementary ERP software companies.
Solarsoft Business Systems will, with this acquisition, expand the scale of
its operations, the range of its product offering and vertical market
expertise. Chelford's employees and customers will benefit from being part of
a much larger organisation."
"We believe that it is in the best interest of the Chelford
Group to combine with an external partner to support our growth and potential
in a consolidating market. A combination with Solarsoft Business Systems will
provide additional financial and other resources to support the ongoing
development of the Chelford Group for the benefit of customers, employees and
suppliers", said William Birkett, the Chairman of Chelford.
Shawn McMorran added: "Solarsoft Business Systems has an
established position in discrete manufacturing systems and Chelford's
strengths in fast-moving process industries are complementary to that.
Bringing Chelford's product businesses into Solarsoft Business Systems will
allow us to accelerate the alignment of our business increasingly along
industry vertical lines. Chelford's SAP Solutions division will operate
independently as a distinct division within Solarsoft Business Systems in
order to preserve the value already created for the Chelford brand in this
activity."
About Solarsoft Business Systems
Solarsoft Business Systems provides modern enterprise software and IT
services to manufacturers, distributors and wholesale businesses in North
America, Europe and Asia. The company has grown organically and through
acquisition since 1986 and employs nearly 350 people providing local support
across 16 time zones. Over 1,700 companies rely on Solarsoft to bring clarity
and efficiency to their daily operations. Solarsoft Acquisition Limited is a
new company formed at the direction of Marlin Equity Partners. Solarsoft
Business Systems is backed by Marlin Equity Partners, an independent
investment firm.
The Directors of Solarsoft (the "Solarsoft Directors") accept
responsibility for the information contained in this announcement other than
that relating to the Chelford Group. To the best of the knowledge and belief
of the Solarsoft Directors (who have taken all reasonable care to ensure that
such is the case), the information contained in this announcement for which
they each accept responsibility is in accordance with the facts and does not
omit anything likely to affect the import of such information.
The Directors of Chelford (the "Chelford Directors") accept
responsibility for the information contained in this announcement relating to
the Chelford Group. To the best of the knowledge and belief of the Solarsoft
Directors (who have taken all reasonable care to ensure that such is the
case), the information contained in this announcement for which they each
accept responsibility is in accordance with the facts and does not omit
anything likely to affect the import of such information.
KPMG Corporate Finance, a division of KPMG LLP which is
authorised and regulated in the United Kingdom by the Financial Services
Authority, is acting exclusively for Chelford and no one else in connection
with the Acquisition and will not be responsible to anyone other than
Chelford for providing the protections afforded to clients of KPMG nor for
providing advice in relation to the Acquisition or any other matters referred
to or described in this announcement or any transaction or arrangement
referred to herein.
Strata Technology Partners LLP ("Strata"), which is authorised
and regulated in the United Kingdom by the Financial Services Authority, is
acting exclusively for Solarsoft and no one else in connection with the
Acquisition and will not be responsible to anyone other than Solarsoft for
providing the protections afforded to clients of Strata nor for providing
advice in relation to the Acquisition or any other matters referred to or
described in this announcement or any transaction or arrangement referred to
herein.
This announcement is not intended to and does not constitute or form any
part of an offer to sell or an invitation to purchase or subscribe for any
securities or the solicitation of an offer to purchase or subscribe for any
securities pursuant to the Offer or otherwise. The Offer will be made solely
through the Offer Document and the Form of Acceptance, which will together
contain the full terms and conditions of the Offer, including details of how
to accept the Offer. Any acceptance or other response to the Offer should be
made only on the basis of the information contained in the Offer Document and
the Form of Acceptance.
The release publication or distribution of this announcement in
jurisdictions other than the UK may be restricted by law and therefore any
persons who are subject to the laws of any jurisdiction other than the UK
should inform themselves about, and observe, any applicable requirements. Any
failure to comply with the applicable requirements may constitute a violation
of the securities laws of any such jurisdiction.
The Offer will not be made, directly or indirectly, in or into
the United States or by use of the mails of, or by any means or
instrumentality (including, without limitation, facsimile or other electronic
transmission, telex or telephone) of inter-state or foreign commerce of, or
any facility of, a national, state or other securities exchange of, the
United States, nor will it be made directly or indirectly in or into Canada,
Australia or Japan and the Offer will not be capable of acceptance by any
such use, means, instrumentality or facility or from within the United
States, Canada, Australia or Japan or any other such jurisdiction if to do so
would constitute a violation of the relevant laws of such jurisdiction.
Accordingly, copies of this announcement are not being, will not be and must
not be mailed or otherwise forwarded, distributed or sent in, into or from
the United States, Canada, Australia or Japan or any other such jurisdiction
if to do so would constitute a violation of the relevant laws of such
jurisdiction. Any persons (including without limitation custodians, nominees
or trustees) receiving this announcement must not mail, forward, distribute
or send it in, into or from the United States, Canada, Australia or Japan or
any other such jurisdiction if to do so would constitute a violation of the
relevant laws of such jurisdiction.
FOR FURTHER INFORMATION PLEASE CONTACT:
Solarsoft Business Systems,
Susan Hilliar,
T: +44(0)8447-700-900 ext. 5519;
Chelford Group plc,
Trevor C. Lewis,
Chief Executive,
T: +44(0)1256-685-400.
Solarsoft Business Systems
