04 February 2014
04 February 2014
Dassault Systèmes has signed a definitive merger agreement for it to acquire San Diego-based Accelrys.
Under the terms and conditions of the merger agreement, Dassault Systèmes will make an all cash tender offer for all of the outstanding shares of Accelrys common stock at a price of $12.50 per share, without interest, representing a fully diluted equity value for Accelrys of approximately $750 million. Dassault Systèmes states it intends to acquire any shares of Accelrys not tendered into the tender offer, via a merger that will be effected as soon as possible after the closing of the tender offer.
Combining with Accelrys, the company says, will enrich its molecular chemistry capabilities from discovery to manufacturing and regulatory requirements its formulation-based industry offerings such as life sciences, consumer packaged goods, high tech and energy, as well as advanced manufacturing industries.
“With Max Carnecchia and his teams, we share the same passion for enabling scientific innovation and are confident that together, leveraging the great Accelrys assets, we will deliver a unique and unmatched scientific PLM solution” said Bernard Charlès, President and CEO, Dassault Systèmes. “The World demands a new paradigm for sustainability where chemistry, materials and biology meet.
This is what the virtual universes enabled by Dassault Systèmes are delivering, capable of harmonizing products, nature and life, from imagination to industry solution experience.”
Max Carnecchia, President and CEO of Accelrys added, “This merger represents a unique opportunity to accelerate Accelrys’ journey by leveraging Dassault Systèmes’ PLM environment and 30 years of unmatched discipline in executing for improved industrial performance. With our passionate and talented teams, Accelrys is convinced that joining Dassault Systèmes will deliver transformational value to our customers by combining science-based innovation with product lifecycle management.”
Accelrys’ list of 2,000 customers includes many of the Fortune 500 companies, with major industry players in pharma/biotech, consumer packaged goods and chemical including Sanofi, Pfizer, GSK, AstraZeneca, Du Pont, Shell, BASF, P&G, Unilever and L’Oréal.
The Board of Directors of Accelrys has unanimously approved the transaction. The transaction is expected to be completed during the second quarter of 2014, subject to Accelrys shareholders tendering a majority of Accelrys’ outstanding shares in the tender offer to be launched in the coming days, receipt of certain regulatory approvals and other customary closing conditions.
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