SS&C Offers C$17.70 per share in all-cash takeover proposal
WINDSOR, CT - February 17, 2005 — SS&C Technologies, Inc. (Nasdaq:
SSNC) confirmed today that it has submitted a non-binding proposal to the independent committee of the Board of Directors of Financial Models Company Inc. of Mississauga, Ontario, Canada (TSX: FMC) to acquire all of the outstanding common shares and class C shares of Financial Models for a per share price of C$17.70. Other than the higher price and all-cash nature, SS&C's proposal contemplates substantially the same terms as the cash and stock takeover bid offered by Linedata Services S.A., which commenced on or about December 23, 2004, the increase to the financial terms of which was announced on or about January 20, 2005. SS&C's proceeding with the offer is subject to conditions, including the execution of a definitive acquisition agreement with FMC and the likelihood of the offer being made depends, in part, on the outcome of an appeal pending before the Court of Appeal of Ontario which is to be heard on February 22, 2005.
SS&C's Chief Executive Officer, Bill Stone noted, "Our objective in making this proposal is to execute a mutually beneficial business combination, one that maximizes the benefit to all Financial Models' shareholders. We believe our proposal constitutes a Superior Proposal as defined in the Linedata acquisition agreement and stockholder lock-up agreements and have been advised that FMC and the shareholders subject to lock-up agreements with Linedata have sent notices to Linedata to this effect."