Filer: Inprise Corporation
Pursuant to Rule 425 under the Securities Act of 1933
Commission File No. 0-16096
On February 7, 2000, Inprise Corporation posted the following slide show on
its web site:
SLIDE SHOW
Slide 1
This press release contains statements that are forward looking as
that term is defined by the United States Private Securities Litigation
Reform Act of 1995. These statements are based on current expectations that
are subject to risks and uncertainties. Actual results will differ due to
factors such as shifts in customer demand, product shipment schedules,
product mix, competitive products and pricing, technological shifts and
other variables. Readers are referred to Corel's most recent reports filed
with the Securities and Exchange Commission.
Slide 2
The Companies
Corel Corporation
One of the world's largest software developers of business
productivity, graphics/consumer applications and operating system solutions
Inprise/Borland Corporation
Leading provider of Internet access infrastructure, application
development tools and services
Slide 3
Looking Ahead
Our vision
To lead the development of Linux and other Open Software Technologies
that BRIDGE and accelerate the value of the Internet to the world.
Our mission
Corel is a bridge to the future and the future is the Internet--it is
open, powerful, and unlimited. The delivery of that future is the
applications on Linux, Windows, and other platforms. Since the founding of
our companies, we have delivered complete solutions on all these platforms.
Corel will deliver solutions for the next generation of computing.
Slide 4
Sales
Corel Corporation
Sales: US $243.1 M in fiscal year ended November 30, 1999
Net profit: US $16.7 M or $0.26 per share
Market capitalization: US $1.3 B
Inprise/Borland Corporation
Sales: US $174.8 M in fiscal year ended December 31, 1999
Net profit: US $22.7 M or $0.35 per share
Market capitalization: US $900 M
Slide 5
The Agreement
o Inprise/Borland shareholders will receive 0.747 Corel common shares
for each share of Inprise/Borland common stock
o Deal valued at US 2.44 billion
o Represents a value of $14.94 per share of Inprise/Borland
o Operations to be headquartered in Ottawa with Inprise/Borland to
operate as a wholly-owned subsidiary of Corel in Silicon Valley
o Dr. Michael Cowpland will remain President, CEO and Director of Corel
o Dale Fuller, Interim President and CEO of Inprise/Borland will be
Chairman of Corel's Board of Directors
o Board of Directors will consist of four Corel nominees and two
Inprise/Borland nominees
Slide 6
Linux Powerhouse
o Greater choice for customers: Consumer/SME/Enterprise
o Total Linux offering from desktop to middle-tier to high-end server
level
o Large, experienced Linux development team
o Full range of productivity and Internet access applications
o Global distribution network
o Strong install base
55M Consumers/Small to medium enterprises/Developers
o Complimentary products and technologies
Complete cross-platform connectivity
Global reach with a presence in over 100 countries
Recognized best-of-breed leaders in products and tools
Slide 7
Linux Powerhouse
Strong Balance Sheet
o Over US$200 million in cash
Strategic Partnerships and Investments include:
GraphOn
Rebel.com
Newlix
LinuxForce
OE/ONE.com
Slide 8
Key Advantages in the Marketplace
o Outstanding customer base
o First mover advantage
o Technological leadership
o Top Linux team and management
o Extensive industry relationships
o Strong balance sheet and cost savings
Slide 9
The Products
Corel
Productivity Applications:
o Graphics Software
o Consumer Applications
Linux Software
Operating Systems:
o Three versions of Corel LINUX OS
Slide 10
The Products
Inprise/Borland
Internet Access Infrastructure:
o Developer Solutions
o Consulting, Training and Support Services
Slide 11
The Future
o #1 provider of end-to-end Linux offerings
o Single-source provider of:
Internet access infrastructure
Office productivity
Developer solutions for the global enterprise
o Leader of the migration from Windows to Linux
Aggressive investment and partnerships in emerging
Linux and Internet technologies
* * *
Investors and security holders are advised to read the joint proxy
statement/prospectus regarding the business combination transaction
referenced in the foregoing information, when it becomes available, because
it will contain important information. The joint proxy statement/prospectus
will be filed with the Securities and Exchange Commission by Inprise
Corporation and Corel Corporation. Investors and security holders may
obtain a free copy of the joint proxy statement/prospectus (when available)
and other documents filed by Inprise Corporation and Corel Corporation with
the Commission at the Commission's web site at www.sec.gov. The joint proxy
statement/prospectus and such other documents may also be obtained for free
from Inprise Corporation by directing such request to: Inprise Corporation,
100 Enterprise Way, Scotts Valley, California 95066-3249, Attention:
Investor Relations, telephone: (831) 431-1000, e-mail:
[email protected].
