<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 24, 1998
-------------------------------
i2 TECHNOLOGIES, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
Delaware 0-28030 75-2294945
- --------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
909 E. Las Colinas Blvd., 16th Floor, Irving, Texas 75039
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Company's telephone number, including area code: (214) 860-6000
--------------------------------
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report.)
<PAGE> 2
ITEM 5. OTHER EVENTS.
Filed as an exhibit hereto is the registrant's press release, dated
March 24, 1998, announcing the execution of a definitive agreement to acquire
InterTrans Logistics Solutions of Markham, Ontario.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99.1 Press release dated March 24, 1998.
-2-
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
i2 TECHNOLOGIES, INC.
Dated: March 24, 1998 By: /s/ DAVID F. CARY
-----------------------------------
David F. Cary,
Vice President and
Chief Financial Officer
-3-
<PAGE> 4
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
99.1 Press release dated March 24, 1998.
<PAGE> 1
EXHIBIT 99.1
i2 TECHNOLOGIES [LOGO]
===============================================================================
PRESS RELEASE
i2 TECHNOLOGIES AND INTERTRANS LOGISTICS AGREE TO MERGE
Leading supply chain optimization provider adds best-in-class transportation
software to its RHYTHM(R) solution.
IRVING, TX
March 24, 1998
i2 Technologies, Inc. (NASDAQ: ITWO), the leading provider of supply chain
optimization and decision support solutions, today announced an agreement to
merge with InterTrans Logistics Solutions of Markham, Ontario. Under the terms
of the agreement, i2 will issue 1.66 million shares of its common stock for all
the outstanding shares and stock options of InterTrans. Based on the closing
price of i2 Technologies common stock on the Nasdaq National Market on March 23,
1998, the transaction is valued at approximately $US 97 million. The merger is
intended to be accounted for as a "pooling of interests", and the companies have
agreed to a "no-shop" clause until the deal closes.
PROVIDING ENTERPRISE-WIDE SUPPLY CHAIN AND LOGISTICS VISIBILITY
InterTrans Logistics Solutions, headquartered in Ontario, Canada, is the market
leading provider of software designed to manage both the daily operations and
the tactical and strategic planning aspects of transportation and logistics
activities across the supply chain. In May 1997, i2 and InterTrans entered into
an agreement to integrate transportation-specific algorithms from InterTrans'
transportation suite into i2's RHYTHM solution to provide users with a market
leading multi-enterprise, decision support solution. The decision to merge the
two companies was a natural progression based on technological synergy and the
success of the partnership. The merger propels i2 into the leadership position
in the logistics marketplace.
"i2 and InterTrans have been collaborating for the past year to provide our
customers with the competitive advantage of integrated advanced transportation
planning and supply chain planning," said Sanjiv Sidhu, Chairman and CEO of i2
Technologies. "The success of our joint customers in improving global insight
and optimization across their enterprises was paramount to the decision to merge
the two companies."
The i2/InterTrans partnership is already delivering significant value to large
and complex companies needing to integrate all facets of production and
logistics. The combined solution enables customers like Herman Miller, E & J
Gallo Winery and Lipton to optimize their supply chains, including
transportation constraints, in one seamless planning environment.
"The merger provides our existing and prospective customers unparalleled breadth
and depth of supply chain functionality. As well, both organizations have a
history of delivering definitive value. The merger will build on this
foundation, accelerating our ability to deliver World Class, Global Supply Chain
capabilities to our customers," remarked John Foresi, President and CEO of
InterTrans Logistics Solutions.
PR-233 -- more --
<PAGE> 2
i2 TECHNOLOGIES [LOGO]
===============================================================================
Using i2's RHYTHM Global Decision Support Architecture(TM) (GDSA(TM)), i2 has
been able to support seamless integration between its RHYTHM solution and the
InterTrans transportation management solution. In addition, InterTrans has used
i2's RHYTHM GDSA to rapidly connect to ERP and legacy applications which lack
logistics and transportation planning modules.
CAUTIONARY LANGUAGE
The Company noted that the above forward-looking statements are subject to
change based upon various important factors such as competition, market demand,
and technological change. For additional factors which could impact the
Company's financial results, please see the Company's Form 10-K filed with the
SEC on March 11, 1998.
ABOUT INTERTRANS
Founded in 1991, InterTrans has become a leader in providing logistics and
supply chain management solutions. In addition to its Transportation Manager,
InterTrans' suite includes Supply Chain Strategist(TM) for strategic and
tactical network modeling, Carrier Bid Optimizer(TM) for transportation
purchasing and collaborative asset planning, Transportation Optimizer(TM) for
transportation planning and optimization, and Transportation Modeler(TM) for
logistics analysis and planning. InterTrans customers include many of the
largest third party logistics providers in North America, as well as leading
manufacturers, retailers and distributors worldwide.
ABOUT i2 TECHNOLOGIES
Founded in 1988, i2 Technologies' planning, optimization and decision support
solutions are in use across a variety of industries, including consumer goods,
automotive, metals, high tech and electronics. i2 Technologies' RHYTHM family of
solutions provides complete supply chain management from sourcing and
manufacturing to distribution, logistics and transportation planning. i2 is
headquartered in Irving, TX, has approximately 1,200 employees and maintains
offices worldwide. The Company was ranked number eight on Business Week's 1997
list of 100 "Hot Growth Companies" and first in the software category on Forbes
ASAP's 1998 list of "The ASAP Top 100 Dynamic Companies". For additional
information, visit i2 on the Web at http://www.i2.com.
CONTACT:
Angela Schwecke Cathy Fiore
i2 Technologies, Inc. InterTrans Logistics Solutions
214-860-6000 905-944-8088, x8344
[email protected] [email protected]
###
PR-233
