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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): May 12, 1999
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i2 Technologies, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 000-28030 75-2294945
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
909 E. Las Colinas Blvd., 16th Floor, Irving, Texas, 75039
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(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (214) 860-6000
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ITEM 5. OTHER EVENTS.
On May 12, 1999, i2 Technologies, Inc. ("i2") announced that i2 has
entered into an Agreement and Plan of Merger and Reorganization dated as of May
12, 1999 (the "Agreement") with Sales Marketing Administration Research Tracking
Technologies, Inc ("SMART"), which sets forth the terms and conditions of the
proposed merger of a subsidiary of i2 with and into SMART (the "Merger")
pursuant to which SMART will become a wholly-owned subsidiary of i2. The
acquisition is intended to be accounted for as a pooling of interests, is
subject to certain conditions, including approval by the stockholders of SMART,
and is expected to be completed in the third quarter of 1999. A copy of i2's
press release with respect to the Merger is included herein as Exhibit 99.1.
Such press release is incorporated by reference into this Item 5.
ITEM 7. EXHIBITS.
(c) Exhibits.
99.1. Press release dated May 12, 1999.
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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.
Dated: May 19, 1999
i2 TECHNOLOGIES, INC.
By: /s/ William M. Beecher
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William M. Beecher
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description
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99.1. Press release dated May 12, 1999.
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EXHIBIT 99.1
i2 TECHNOLOGIES ACQUIRES SMART TECHNOLOGIES TO FURTHER i2's INTELLIGENT
eBUSINESS STRATEGY
Leading technology will strengthen i2's electronic Business Process Optimization
solutions
IRVING, TX, MAY 12, 1999 - i2 Technologies, Inc. (Nasdaq: ITWO), the leading
developer of electronic Business Process Optimization (eBPO) solutions,
announced today that it has entered into an agreement to acquire SMART
Technologies, a leading developer of Internet-based customer relationship
solutions. This acquisition will extend i2's eBPO solutions and provide
customers with end-to-end intelligent eBusiness solutions. The combined
solutions from i2 and SMART will enable companies to leverage the internet while
optimizing business processes.
"This acquisition is a part of our intelligent eBusiness strategy," said Sanjiv
Sidhu, chairman and CEO of i2 Technologies. "SMART Technologies is a pioneer in
the eBusiness space and this transaction accelerates the execution of our
strategy to provide comprehensive intelligent eBusiness solutions to the
market."
Under terms of the agreement, i2 will acquire all of the stock and outstanding
options of SMART Technologies in exchange for approximately 2.1 million shares
of i2 Technologies common stock. At i2's closing price on Tuesday, May 11, 1999,
the transaction would be valued at approximately $68 million, and is expected to
be accounted for as a pooling of interests.
SMART's applications help companies produce Web content to build and extend
relationships with their customers and channel partners. This approach to
servicing customers uses the intrinsic strengths of the Internet to allow
companies to create and maintain productive relationships with customers,
business partners, channel partners and employees. SMART's use of the Internet
as a fully interactive customer channel, combined with i2's leadership in
business process optimization, enables i2 to provide its customers with a total
intelligent eBusiness solution.
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"Combining our front-end solutions with i2's leading e-Business process
optimization solutions, offers very promising opportunities," said Bryan Plug,
president and CEO of SMART Technologies. "The SMART software combined with the
rest of i2's fulfillment capabilities creates the broadest suite of intelligent
eBusiness solutions available today."
"SMART has focused on developing excellent internet technology and products, and
will now benefit from i2's strong sales distribution network," said Sanjiv
Sidhu, chairman and CEO of i2 Technologies. "The market that SMART addresses
represents a huge opportunity and we expect to invest aggressively to capitalize
on this opportunity. We expect this investment to be dilutive until the fourth
quarter of 2000, and to yield positive results thereafter."
CAUTIONARY LANGUAGE
This press release may contain forward-looking statements that involve risks and
uncertainties, including statements regarding expected benefits of use of the
Company's products and future growth or results. Among the important factors
which could cause actual results to differ materially from those in the
forward-looking statements are competition, market demand, technological change,
strategic relationships, recent acquisitions, international operations and
general economic conditions. For additional discussion of factors which could
impact the Company's financial results, please refer to the Company's Form 10-K
filed February 1999; Form 10-Qs filed May, August, and November 1998 and May
1999; and two Form 8-Ks filed in June 1998.
ABOUT SMART TECHNOLOGIES
SMART (Sales Marketing Administration Research Tracking) Technologies builds
software applications that help companies use the World Wide Web to build and
extend relationships with customers, partners and suppliers. SMART
Touchpoints(TM) for Commerce, Customer Care, Channel and Billing give Web
customers a dynamic, personalized window into a company that allows them to
shop, receive support, interact with salespeople and check bills. SMART is
headquartered in Austin, TX. For further information, visit SMART on the Web at
http://www.smartdna.com.
ABOUT i2 TECHNOLOGIES
Founded in 1988, i2 provides electronic business process optimization (eBPO)
solutions for various industries including aerospace and defense; automotive and
industrial; chemical, oil and gas; consumer goods and retail; high tech and
electronics; metals; paper; pharmaceutical; semiconductor; and textiles, apparel
and footwear. i2's eBPO solutions provide necessary elements for competitive
success into the new millennium - forward visibility, collaboration with
suppliers and customers, and rapid response - to high-velocity enterprises of
all sizes. i2 Technologies' vision is to add $50 billion of value in growth and
savings for its customers by the year 2005. i2 is headquartered in Irving, TX,
has approximately
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2,300 employees and maintains offices worldwide. For additional information,
visit i2 on the web at http://www.i2.com or attend PLANET 99 in Las Vegas,
October 10-13, http://planet.i2.com.
Contact: Angela Schwecke - Public Relations - i2 Technologies, Inc. -
214-860-6076 - [email protected]
Brent Anderson - Investor Relations - i2 Technologies, Inc. -
214-860-6012 - [email protected]
RHYTHM, PLANET and i2 are registered trademarks of i2 Technologies,
Inc. Copyright(C) 1999 i2 Technologies, Inc.
