Filed by Quintus Corporation
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12 of the Exchange Act of 1934
Subject Company: Mustang.com
Commission File No. 000-25678
For More Information:
At Quintus At Mustang.com
Alissa Vasilevskis or Gita Chandra Don Leonard
Schwartz Communications, Inc. Mustang.com
(415) 512-0770 (661) 873-2580
alissav or [email protected] [email protected]
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Susan Salvesen
Quintus Corporation
(510) 624-2890
[email protected]
QUINTUS CORPORATION ENTERS AGREEMENT
TO ACQUIRE MUSTANG.COM
Combined customer base, technology and hosted solution
establishes market leadership in eCRM
Fremont, Calif. and Bakersfield, Calif.--February 28, 2000--Quintus Corporation
(Nasdaq: QNTS), a provider of comprehensive e-customer relationship management
solutions (eCRM), and Mustang.com, Inc. (Nasdaq: MSTG), the provider of Trusted
eService Solutions(TM), today announced that Quintus has entered into an
agreement to acquire Mustang.com in a stock merger valued at approximately $290
million based on the Nasdaq closing price of Quintus' common stock on February
25, 2000. With the acquisition, Quintus will immediately strengthen its eCRM
leadership position by leveraging Mustang.com's award winning e-mail management
products and its recently announced hosted solutions. Quintus believes that this
combined eCRM offering will address the needs of e-businesses thereby permitting
them to build customer loyalty and increase sales through personalized service.
Under the terms of the agreement, Quintus will exchange .793 shares of Quintus
common stock for each outstanding share of Mustang.com common stock. This
exchange ratio represents a premium of 48% over the Nasdaq closing price of
Mustang.com's common stock on February 25, 2000. All outstanding options and
warrants to purchase Mustang.com common stock will also be assumed by Quintus,
adjusted for the exchange ratio. The acquisition will be accounted for as a
purchase transaction and has been structured to be tax-free to stockholders. On
a fully diluted basis, Quintus will issue (or reserve) approximately 6.1 million
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shares of its common stock representing 13.9% of the combined company. The
acquisition has been approved by the board of directors of both Quintus
Corporation and Mustang.com, Inc. Completion of the acquisition is subject to
customary closing conditions, including regulatory approval and approval of
Mustang.com's shareholders. The acquisition is expected to be completed in the
second calendar quarter of 2000.
"This business combination adds Mustang's e-mail management leadership to
Quintus' existing strength in integrating multiple channels of customer
communication. In addition, Mustang.com's recent announcement of an Online
hosted delivery model will be the basis of Quintus' expansion of offerings
available through this channel," said Alan Anderson, Chairman and CEO of
Quintus. "Quintus eContact Suite provides a natural extension for Mustang.com
customers as they expand from e-mail management to a solution that fully
integrates their existing telephone contact centers with web live-help. Together
Quintus and Mustang.com have sold over 24,000 e-mail seats, which we believe
establishes clear leadership in the market."
Jim Harrer, founder, President and CEO of Mustang.com, Inc. will become
President of Quintus Online reporting directly to Alan Anderson, Chairman and
CEO of Quintus. "Alan has built an outstanding organization and we look forward
to delivering a powerful eContact solution that addresses today's critical e-
business needs to all our customers," said Mr. Harrer. "The combination of the
Mustang and Quintus solutions enables us to provide the most comprehensive
eService suite on the market. By integrating e-mail, web live-help, web-
collaboration, CRM and computer telephony integration (CTI) Quintus is now
unmatched in the market."
The Rapidly Expanding eCRM Market Opportunity
According to a June 1999 Forrester Research report, more than eighty percent of
online merchants believe that a single integrated view of the customer is
critical or very important to their business, although only two percent had
implemented such a comprehensive solution. In addition, The Gartner Group
estimates that approximately 25% of all customer interactions will take place
over the Internet via e-mail or web communications by 2001. A 1999 IDC report
forecasts that the e-mail management market is expected to grow at a compounded
annual growth rate of 63% to become a $342 million market in 2003. In addition,
combining several separate 1999 industry research reports from Frost & Sullivan,
IDC and AMR, the eCRM market which Quintus defines as including e-mail
management, web-enabled contact centers, customer relationship management (CRM)
and computer telephony integration (CTI), is projected to grow at a compounded
annual rate of 47%, to become a $19 billion market in 2003.
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The Integration Challenge
Companies are struggling with managing communications across multiple channels
while the majority of vendors have primarily provided point solutions targeted
at discrete communication channels. Deploying these disparate solutions requires
significant integration and as a result they can be difficult and expensive to
implement and maintain. Quintus'eContact solution addresses this critical need
by integrating multiple communication channels including phone, e-mail, web
live-help, and voice over the Internet.
The Quintus and Mustang Integrated Solution
The acquisition extends Quintus' leadership position in the rapidly growing eCRM
market. Mustang.com's technology complements Quintus' offering by providing
high-volume, reliable e-mail management, adherence to open standards,
integration with the full range of standard e-mail environments, and rapid
customer deployment. With the acquisition, Quintus is the only provider of a
fully integrated solution that addresses this entire eCRM market providing users
with a single integrated view of customers across existing and emerging
communication channels.
o Over 750 customers and over 24,000 e-mail seats
Mustang.com has over 300 customers for its e-mail management products, including
Barclays Bank, Costco, Dow Jones, eStamp.com, GTE, Lucent, Mail.com, Microsoft,
NORDSTROM.com, Playboy.com, Progressive Insurance, ShopNow.com, Time Warner,
3Com, Victoria's Secret and Virgin Megastore. Quintus customers include
Anheuser-Busch, First Union Bank, Lucent Technologies, Mercata, Procter &
Gamble, REI.com, Sun Microsystems, Ticketmaster and United Airlines. The
combined company will have over 750 customers, including leading Internet and
Fortune 1000 businesses. In addition, Quintus and Mustang.com have deployed over
24,000 e-mail seats.
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o Integrated products available today
Quintus eContact was first introduced in February 1999 and Quintus is already
deploying multi-channel contact centers. As part of an existing OEM
relationship with Mustang.com, Quintus has already integrated Mustang Message
Center(TM) as the e-mail engine for Quintus eContact, which provides an
integrated solution for e-mail management, web self help, live help through
web-chat and browser-collaboration, voice over the Internet, and traditional
phone calls.
o Introduction of Quintus OnLine
The acquisition also marks the introduction of Quintus OnLine, a 24x7, mission
critical ASP eService solution designed specifically to remove the
infrastructure investment and overhead burdens required to support world-class
eService response centers. Leading businesses and emerging leaders will
ultimately have the ability to offer their customers the ability to communicate
with them through various channels including e-mail, web live-help and voice
over the Internet.
Teleconference Call
A teleconference call is scheduled for Monday, February 28th at 7:30 a.m.
PT/10:30 a.m. ET. Domestic dial-in: 1-800-593-7038 and International: 847-619-
6820. The teleconference call name is "Quintus Corporation".
About Mustang.com
Founded in 1986, Mustang.com was a first provider of e-mail management solutions
with its award-winning Message Center(TM) product. Introduced in 1997, Mustang
Message Center enables loyal, high quality customer relationships through
Internet and e-mail based customer interactions. Mustang.com is headquartered in
Bakersfield, California with offices in Austin, Chicago, Ft. Lauderdale, Los
Angeles, New York, Phoenix, Seattle and Washington DC. For more information
access the Web at www.mustang.com.
About Quintus
Quintus Corporation (NASDAQ: QNTS) provides a comprehensive e-customer
relationship management (eCRM) solution to manage customer interactions, such as
customer orders, inquiries and service requests, and deliver consistent customer
service across multiple communication channels, including the Internet, e-mail
and the telephone. The Quintus eContact software suite includes applications
that address the needs of customer service representatives and agents in sales
and service, consumer relations, technical support, and human resources centers
and a routing engine to manage customer interactions. Quintus eContact enables
companies to handle high volumes of customer interactions and leverage
opportunities to sell additional products and services to their customers.
Quintus is based in Fremont, Calif. For more information about Quintus, call
800/337- 8941, e-mail [email protected] or access the Web at www.quintus.com.
The statements contained in this press release that are not purely historical
are forward-looking statements within the meaning of Section 21E of the
Securities and Exchange Act of 1934, including statements based on Quintus
Corporation's current expectations, beliefs, intentions or strategies, as well
as a number of assumptions about future events, and these statements are subject
to important factors and uncertainties that could cause actual results to differ
materially from
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those described in the forward-looking statements. The forward-looking
statements in this release address a variety of subjects including, for example,
the expected benefits resulting from the acquisition of Mustang.com Inc. by
Quintus. The following factors, among others, could cause actual results to
differ materially from those described in these forward-looking statements: the
risk that the acquisition of Mustang.com will not be successfully completed; the
risk that Mustang.com's business will not be successfully integrated with the
business of Quintus; and increased competition and technological changes in the
industries in which Quintus and Mustang.com compete. For a detailed discussion
of these and other cautionary statements, please refer to Quintus Corporation's
filings with the Securities and Exchange Commission (the "SEC"), including the
Company's registration statement on Form S-1 declared effective by the
Securities and Exchange Commission on November 15, 1999 and our quarterly report
on Form 10-Q filed on February 14, 2000.
Additional Information and Where to Find It
Quintus plans to file with the SEC a registration statement on Form S-4 in
connection with the merger, and Mustang.com expects to mail a proxy statement to
stockholders of Mustang.com containing information about the acquisition.
Investors and security holders are urged to read the registration statement and
the proxy statement carefully when they are available because they will contain
important information. Investors and security holders will be able to obtain
free copies of these documents through the website maintained by the SEC at
http://www.sec.gov. Free copies of these documents may also be obtained from
Quintus by directing a request through the Investors Relations portion of the
Quintus website at http://www.quintus.com or by mail to Quintus Corporation,
47212 Mission Falls Court, Fremont, CA 94539, attention: Investor Relations,
telephone: (510) 624-2890.
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eContact and WebCenter are trademarks and Quintus is a registered trademark
of Quintus Corporation. Mustang.com and Message Center are trademarks of
Mustang.com.
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