Filed by Vignette Corporation
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: OnDisplay, Inc.
Commission File No. 000-28455
VIGNETTE'S TENDER OFFER FOR ONDISPLAY CLOSES WITH MORE THAN 90% ACCEPTANCE
Austin, TX, July 5, 2000 - Vignette Corporation (Nasdaq: VIGN) today announced
the expiration of the tender offer by its wholly owned subsidiary, Wheels
Acquisition Corp., for all of the outstanding shares of OnDisplay, Inc. (Nasdaq:
ONDS) common stock at an exchange ratio of 1.58 shares of Vignette stock for
each share of common stock of OnDisplay. The offer expired at 5:00PM New York
time on Friday, June 30, 2000. All shares validly tendered and not properly
withdrawn prior to expiration have been accepted for exchange and will be
exchanged promptly for Vignette shares and for cash for fractional shares.
Approximately, 20,630,000 shares were tendered (excluding through notice of
guaranteed delivery) in the offer prior to its expiration, which constitutes
approximately 90.9% of the total number of outstanding shares of common stock of
OnDisplay.
The pending merger of OnDisplay and Wheels Acquisition Corp, Vignette's merger
subsidiary, will become effective as soon as practicable subject to the terms of
the Agreement and Plan of Merger among Vignette, Wheels and OnDisplay. Once the
pending merger becomes effective, OnDisplay will be a wholly owned subsidiary
for Vignette.
About Vignette Corporation
Vignette Corporation is the leading supplier of eBusiness applications.
Vignette's products enable businesses to create and extend relationships with
prospects and customers and ease high-volume transaction exchanges with
suppliers and partners, all of which enhances customer satisfaction. Vignette
powers more than 650 leading eBusinesses. Headquartered in Austin, Texas,
Vignette Corporation has offices located throughout Europe, Asia, and in
Australia and can be found on the Web at http://www.vignette.com.
