Invensys to Make Final Announcement on Baan

LONDON (07/25/2000) - The second and final deadline has passed, the votes are being counted, and U.K. software automation and controls group Invensys PLC will issue a statement on Wednesday regarding its purchase of business software supplier Baan Co. NV, according to a company spokeswoman.

"It takes awhile to get the votes organized and counted, so we will release a statement about the outcome tomorrow morning," said Invensys spokeswoman Melissa McVeigh.

The official offer for Invensys to purchase the troubled Baan closed on Tuesday at 2 p.m. London time, when Baan's shareholders voted for a second time to tender their shares to Invensys. As part of its conditional offer, Invensys said it will have to purchase 95 percent of all Baan shares. This deadline was an extension from the initial deadline of July 13, when the tally of the original Baan shareholder vote reveled that Invensys total share purchase would only equal 58 percent of Baan. [See "Invensys Extends Deadline for Baan Offer," July 14.]Since Invensys granted the deadline extension, Baan said on July 20 that it expects to report an operating loss for the second quarter of between US$85 million and $95 million, or between 32 cents and 36 cents per share. For the corresponding quarter, ended June 30, 1999, Baan posted a net loss of $9.1 million, or 4 cents per share.

Revenue is expected to drop to between $70 million and $80 million, as compared to $172.8 million a year ago. Revenue is also slipping sequentially, from $106 million in the first quarter of 2000 ended March 31 and $130 million in the fourth quarter of 1999, Baan said.

Furthermore, the management team for the battered business software supplier issued a statement on July 18 warning that if the pending acquisition by Invensys falls through, Baan may find it impossible to continue operations as an independent company. [See "Baan Expects to Report More Losses for Q2," July 20 and "Baan Says Invensys Deal Is Its Only Hope," July 18.]If Baan shareholders once again fail to approve the Invensys terms for acquisition, the London-based company is unlikely to extend the deadline for the offer a second time, McVeigh said.

Baan, with dual headquarters in Barneveld, the Netherlands, and Reston, Virginia, can be reached at +31-342-42-8888 or +1-703-234-6000, or at http://www.baan.com/. Invensys, based in London, can be reached at +44-20-7834-3848 or at http://www.invensys.com/.

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