Conditional Proposal in Relation to SOEI
Attention Business Editors
For Immediate Release
April 30, 2007
Conditional Proposal in Relation to Software of Excellence International Limited (“SOEI”)
The Directors of SOEI have today received a conditional proposal from an independent party that is contemplating making a takeover offer for all the issued securities of SOEI. The potential offeror has indicated that:
commercial reasons, it does not wish to disclose its
identity until it has undertaken accelerated due diligence
and has confirmed that it wishes to proceed with a takeover
2. it requires a 20 working day period to complete due diligence; and
3. any takeover offer would be subject to regulatory approvals and a 90% acceptance condition.
Directors note that the potential offeror is a credible counterparty with significant international operations and expertise in the Health IT vertical.
The Board of SOEI has established an Independent Directors Committee (IDC) comprising Messrs Jim Syme (Chairman), Kerry Gleeson, Clive Ross and Paul Hargreaves to oversee this process.
The IDC believes that the conditional proposal is of sufficient merit that it has agreed a 20 working day non-solicitation period during which due diligence may be conducted, commencing on 30 April 2007. The IDC has indicated to the potential offeror that it would expect any offer to be launched upon or prior to completion of the non-solicitation period.
In the event that a takeover offer ensues, the IDC will obtain an independent appraisal report on behalf of all securityholders, and will make a recommendation to securityholders.
Software of Excellence