LAVAL, QC - 20-20 Technologies Inc. ("20-20 Technologies" or the "Corporation") (TSX: TWT) announced today that it has entered into a definitive arrangement agreement (the "Agreement") to be acquired by an affiliate controlled by Vector Capital Corporation ("Vector"), a leading global private equity firm specializing in the technology sector.
Under the terms of the Agreement, Vector has agreed to acquire all of the issued and outstanding shares of the Corporation for consideration of $4.00 in cash per share, representing total equity value, on a fully diluted basis, of approximately $77 million. The $4.00 per share consideration represents a 28% premium over the closing share price of $3.12 on April 3, 2012, the last trading day before the strategic review process was publicly announced, and a 33% premium over the average closing share price for the 90 days prior to April 3, 2012.
The Agreement represents the culmination of the strategic review process initiated by the Corporation's Board of Directors in order to review strategic and financial alternatives to enhance shareholder value. The strategic review process was supervised by the Special Committee of the Board of Directors of the Corporation composed of four independent directors, namely Jocelyn Proteau as Chairman, Jacques Malo, Philip Deck and Benoît La Salle. Speaking on behalf of the Special Committee, Chairman Jocelyn Proteau said: "Through a broad and thorough process, the Corporation contacted in excess of 50 potential financial and strategic purchasers from across Canada, the United States and Europe. The transaction with Vector is the culmination of this extensive public process and provides compelling value to our shareholders. On behalf of the Board, I would like to take this opportunity to thank the current shareholders for their support throughout the years."
Jean-François Grou, Chief Executive Officer of 20-20 Technologies, said: "Much has been done in the last 25 years to build 20-20 Technologies into what is now the world's leading provider of computer-aided design, business and manufacturing software tailored for the interior design and furniture industries. We are pleased to be partnering with Vector to leverage their global capabilities, industry knowledge, and financial resources to further our shared long-term vision for the Corporation and benefit our customers."
Aalok Jain, a Vice President with Vector, said: "20-20 Technologies is a well-managed company with superior products, a strong development plan and a solid reputation for client service. We look forward to partnering with the Corporation’s management and employees to continue its strategy and solidify its place as global leader in the industry."