SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of January 9, 2001
MERANT plc
(Translation of Registrant's Name Into English)
The Lawn, Old Bath Road, Newbury, England RG14 1QN
(Address of Principal Executive Offices)
(Indicate by check mark whether the registrant files or
will file annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F X Form 40-F _____
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(Indicate by check mark whether the registrant by
furnishing the information contained in this form is also thereby
furnishing the information to the Commission pursuant to Rule 12g3-
2(b) under the Securities Exchange Act of 1934.)
Yes X No _____
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(If "Yes" is marked, indicate below the file number assigned
to the registrant in connection with Rule 12g3-2 (b): 82-795.)
LONDON STOCK EXCHANGE ANNOUNCEMENT
FOR IMMEDIATE RELEASE
CONTACTS:
MERANT
Gary Greenfield Financial Dynamics
Chief Executive Officer Giles Sanderson
+1 (301) 838 5223 +44 (0) 20 7831 3113
[email protected] [email protected]
Larry De'Ath Martin Rome
VP, Investor Relations VP,Corporate Communications
+1 (301) 838 5228 +1 (301) 838 5456
[email protected] [email protected]
MERANT to Acquire Enterprise Division of NetObjects
First Offering of Application and Web Content Management Solution from
Single Provider
Conference call scheduled to review announcement today at 2:30 pm GMT -
details follow
www.merant.com - January 9, 2001 - MERANT (London Stock Exchange (LSE):
MRN; Nasdaq National Market (NNM): MRNT), a global leader in e-business
software solutions, today announced a definitive agreement to acquire
the Enterprise Division of NetObjects (NNM: NETO), an IBM affiliate,
for U.S. $18 million (approximately 12 million pounds sterling).
Transaction Highlights:
MERANT has agreed to acquire the Enterprise Division of NetObjects
for $18 million U.S. dollars (approximately GBP12 million) payable in
cash on completion, which is anticipated to take place by March 2001.
The value of the net assets, subject of the transaction, are $2.2
million U.S. dollars. In the year-ended September 2000, the Enterprise
Division generated approximately $10 million U.S. dollars in revenue
and the loss attributable to the net assets being acquired amounted to
$7.6 million.
The approximately 40 employees of the Enterprise Division will become
MERANT employees.
As part of this transaction IBM, a substantial owner of NetObjects,
will be making a limited equity investment in MERANT on the open market
after the transaction closes to demonstrate its commitment to MERANT.
With this strategic acquisition, MERANT will be the first company to
offer a solution from a single provider to manage the entire e-business
assets of the enterprise. The acquisition enhances MERANT's fast
growing Egility Enterprise Change Management solution by embracing the
convergence of applications and web content. The combination expands
and further strengthens MERANT's market position by providing
the first true offering of traditional software configuration
management with web content management.
International Data Corporation (IDC) estimates that the market for web
content management (WCM) solutions will grow from U.S. $169 million in
1999 to U.S. $1.6 billion in 2003 (source, IDC). This market growth is
being fueled by the rapid increase in the number and size of Internet,
intranet, extranet and e-commerce sites and the unique web site
creation and management challenges involved with a heterogeneous set of
contributors, an uncharacteristic variety of data types, and rapid
updates of information.
Commenting on today's announcement, Gary Greenfield, president and chief
executive officer at MERANT, said:
"Today, companies are simultaneously doing application development and
web site development in an effort to distinguish themselves with
customers, create operational efficiency and improve their top and
bottom lines. In order to compete in the maturing electronic
environment it is essential for companies to blend applications and
content throughout the enterprise to form enterprise strength e-
commerce sites, extranets and an integrated web-based environment.
"As a result of this acquisition, MERANT will be able to offer an
integrated platform for the design, development, management and
deployment of both enterprise applications and web content, offering a
solution that manages the entire e-business assets of an enterprise
including code, content, objects, components, applications and
documents.
"Combining these offerings provides a comprehensive
solution, broader and more complete than other solutions in the
marketplace. This combination of products and services will accelerate
market penetration of both products much faster than either could have
done independently. There will be significant cross-selling
opportunities for MERANT in both its enterprise change management and
e-solutions customer sets.
"In addition, MERANT will provide a unique offering in the market for those
customers wanting the benefits of a web content management solution in a hosted
environment through MERANT ASaP.
"To ensure focus and success of this strategic acquisition, MERANT
has no current plans to embark on other acquisitions in the future."
Commenting of today's announcement, Bill Reedy, Vice President of
Business Development for Applications and Integration Middleware, at
IBM said:
"As traditional applications and web content continue to
converge, the need to manage this increasingly complex e-business
environment becomes more imperative. We are excited about the
integration of MERANT's enterprise change management solution with
the web content capabilities of NetObjects, and the support that this
solution will provide for IBM's WebSphere platform. MERANT has been a
long-standing partner with IBM, and we are looking forward to expanding
our strategic relationship."
In a recent report Melinda-Carol Ballou, senior research analyst at META Group,
said:
"Lack of effective Web content and code management undercuts the
ability of organizations to manage and leverage e-business initiatives
in highly competitive business environments. Emerging solutions will
enable organizations to better coordinate code and content, increasing
return on investment for e-business development."
Conference Call Update
A conference call has been scheduled today at 2:30 pm GMT (9:30 am U.S.
EST) for investors, analysts and press to review the transaction. For
those wishing to participate on the conference call, the telephone
numbers are +1 (800) 249 6572 (US) and 0800 89 3905 (UK). For those of
you who are interested in listening to the conference call but
have scheduling conflicts, we have made arrangements for a digital
replay of the call available through January 23, 2001. The digital
replay numbers are +1 (800) 222 9743 (U.S.) and +1 (402) 220 4357
(worldwide).NetObjects Enterprise Division The NetObjects Enterprise
Division includes Collage, Authoring Server and professional services
for training and support of these products that are being used by more
than 1000 Global 2000 companies. Collage is the first truly
integrated, real-time content platform for the creation, management,
and deployment of enterprise Web applications such as intranets,
extranets, and e-commerce. Authoring Server is a product optimized for
building corporate Web sites. NetObjects as a continuing entity will
focus on small business and online services.
About MERANT
MERANT is a leading global e-business software solutions company. More
than 5 million professionals use MERANT technology solutions at 60,000
customer sites, including the entire Fortune 100, the majority of the
Global 500 and over 400 leading dotcoms. MERANT provides Egility
solutions, which combine expertise, market-leading technology, best
practices and an extensive network of partners, to help companies
develop, integrate, transform and manage e-business applications.
Building on Egility, MERANT also brings together creative talent,
development technique and advanced technology to provide custom-
tailored, Internet applications. Founded in 1976, MERANT has
approximately $350 million in annual revenues, 1800 employees and more
than 500 technology partners. For additional information, visit
www.merant.com. Investor inquiries can be forwarded to
[email protected].
# #
MERANT and Egility are trademarks of MERANT. All other trademarks
contained in this announcement are the property of their respective
owners.
Forward-Looking Statements
The following statement is made in accordance with the U.S. Private
Securities Litigation Reform Act of 1995: This announcement contains
forward-looking statements, including statements regarding the planned
acquisition of the Enterprise Division of NetObjects, Inc., possible
investment in MERANT by IBM, estimated growth in the market for web
content management solutions, MERANT's future enterprise
change management offerings, and the absence of plans to embark on
other acquisitions in the future. Such statements are subject to
inherent risks and uncertainties including specifically the risk that
the planned acquisition of the Enterprise Division may not be completed
or, if completed, that MERANT will fail to effectively combine the
acquired business with MERANT's other operations. Further information
on potential risk factors is included in MERANT's Annual Report on Form
20-F for the year ended April 30, 2000, and Quarterly Report on Form 6-
K for the quarter ended July 31, 2000, each as submitted to the SEC
and as may be updated and amended with future filings or submissions.
MERANT undertakes no obligation to release publicly any updates or
revisions to any forward-looking statements contained in this
announcement that may reflect events or circumstances occurring after
the date of this announcement.
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, thereunto duly authorized.
MERANT plc
(Registrant)
Date: January 9, 2001 By: /s/ Leo Millstein
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Leo Millstein
Vice President & General Counsel
