SunGard and GL TRADE today announced that SunGard had completed the previously announced acquisition of a majority interest in GL TRADE, a global financial software solutions company. SunGard acquired from Euronext Paris S.A. and GL TRADE's three founders, Messrs. Pierre Gatignol, Louis-Christophe Laurent and Frédéric Morin, together with entities controlled by them, 6,200,030 shares of GL TRADE, representing 64.51% of GL TRADE's share capital, at a price of EUR41.70 per share. The transaction, which puts a value of EUR400.7 million (approximately US$585.3 million) on 100% of GL TRADE's share capital (excluding the effect of outstanding stock options), is not expected to have a material impact on SunGard's financial results.
In accordance with the AMF General Regulation ("règlement général de l'AMF"), Paris-based Oddo Corporate Finance will launch on SunGard's behalf an all-cash tender offer under the simplified procedure ("offre publique d'achat simplifiée") for the remainder of GL TRADE's share capital at the same price of EUR41.70 per share. Also, during a meeting held today, GL TRADE's Board of Directors appointed Messrs. Harold Finders, Michael Ruane and Richard Tarbox to replace Euronext Paris S.A. and Messrs. Louis-Christophe Laurent and Serge Harry. Pierre Gatignol will remain on the Board as chairman.
Pierre Gatignol, executive chairman of GL TRADE, commented: "I am very pleased that all conditions of the offer made by SunGard on July 31 have now been met and that the transaction has come to a successful conclusion. I look forward to working to integrate our activities within SunGard in order to offer an enhanced set of services to our customers."
Harold Finders, division chief executive officer of SunGard's Financial Systems business, said: "GL TRADE plays a vital role in the trading and administration of securities globally, and the credit for that belongs to its employees. We are very enthusiastic about working with them to pursue the development of GL TRADE within the SunGard organization."
To finance the acquisition of GL TRADE, SunGard increased the senior secured term loan facility under its existing senior secured credit facilities by the amount of US$500 million and issued US$500 million of new senior unsecured notes. SunGard intends to use the remainder of the new financing proceeds to fund the tender offer for the remaining GL TRADE shares and pay related fees and expenses of the acquisition, to redeem US$250 million aggregate principal amount of senior secured notes due January 15, 2009, and for general corporate purposes.
Cristóbal Conde, president and chief executive officer of SunGard, added:
"Our ability to finance the transaction in the midst of the current uncertainties and difficulties in the financial markets is an indication of our company's strength. As the second largest of SunGard's more than 160 acquisition transactions, GL TRADE represents a significant opportunity to continue to grow our Financial Systems business globally."
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