|Vignette to Acquire TOWER Technology Pty Ltd|
|Acquisition Adds Document and Records Management to Vignette Portal and Delivery Strengths to Create the Only Complete Enterprise Content Management Solution; Company Expands Content Lifecycle Management to Address Compliance and Risk Management|
|Friday, 23 January 2004|
Vignette Corp. announced that it has signed a definitive agreement to acquire TOWER Technology Pty Ltd, an enterprise document and records management vendor. The acquisition, when completed, will bring together the market leader in content management, collaboration and portal solutions with TOWER Technology's industry-leading integrated enterprise document and records management solutions to offer organizations worldwide the only complete enterprise content management solution upon which to base and manage enterprise Web initiatives. Under the terms of the agreement with TOWER Technology, Vignette will pay $125 million, comprised of $45 million in cash and $80 million in Vignette stock; the stock portion of the transaction equates to approximately 29.8 million shares. The transaction is subject to customary closing conditions.
Upon completion of the transaction, Vignette will be able to offer the industry's most comprehensive set of solutions with which organizations can efficiently build and manage enterprise Web initiatives, including market-leading Web content management, an industry best portal, best-of-breed collaboration technologies and now integrated enterprise document and records management functionality. Vignette will be uniquely positioned to help organizations worldwide addresses risk and compliance management related initiatives such as Sarbanes-Oxley 302 and 404, HIPAA, SEC 17a4, DoD 5015.2, GLB and Basel II.
"The acquisition of TOWER Technology is the latest in a series of highly strategic and architecturally synergistic acquisitions, all designed to significantly enhance the value proposition for our clients and prospects," said Thomas E. Hogan, president and chief executive officer at Vignette. "The acquisition of TOWER Technology, when combined with our past acquisitions of Epicentric, Revenio, and Intraspect, will transform Vignette from the recognized leader in Web content management to the industry's only combined suite of enterprise content management services and the highly complementary delivery services associated with our portal, integration, and collaboration applications. Vignette delivers these solutions with the added benefit of platform independence and full support of J2EE� standards."
Hogan continued, "This unique and comprehensive suite will protect our customers' existing investments in information and infrastructure while providing the most robust suite of applications for managing and delivering Web- and portal-based applications. Whether it's records and document management critical to emerging requirements for governance and compliance, image processing, or optimizing Web-based solutions for employees, partners, and clients, Vignette delivers superior functionality, speed, and cost. We couldn't be more excited about our extended opportunity to drive important improvements in our customer's business efficiency."
Businesses will quickly benefit from the acquisition, as Vignette will be able to manage the complete content lifecycle of an organization's enterprise content. Vignette will combine its core strengths in Web content management, interaction management, information integration, collaboration and delivery with TOWER Technology's acknowledged leadership in document and records management, imaging, report management and workflow. Together, this can lead to faster, more accurate business decisions, reduced costs, improved customer self-service and support, and the effective management of risk for overall business efficiency.
Enterprise content management, and particularly document and records management, is viewed as a top priority in government, financial services, pharmaceutical and chemical and other regulated industries that manage massive amounts of information.
"Robust document and records management has become a requirement as government and commercial organizations focus on compliance and risk reduction," said Andrew Warzecha, senior vice president and director, Technology Research Services at META Group. "We expect strong spending in the enterprise content management (ECM) sector in 2004 and vendors that offer a complete solution will be best positioned to compete successfully for what will be a $9 billion market by 2007." In July 2003, TOWER Technology was named a "Visionary" in Gartner's 2003 Magic Quadrant for Integrated Document Management based on the strengths of its products. TOWER Technology has three primary products that helped it achieve this lofty recognition:
"With TOWER Technology, Vignette will be uniquely positioned to address the content lifecycle needs of the market including content creation, management, publication, analysis and retention with a strong focus on compliance," said Hogan. "The enterprise document and records management segment is a proven, rapidly growing market, and with the completion of the acquisition of TOWER Technology, Vignette will be the best positioned company to take advantage of the opportunity."
- TOWER IDM� - a scalable, Web-enabled, document processing system for managing virtually all forms of unstructured business information, including images, forms, computer-generated reports, statements and invoices, office documents and e-mail
- TOWER Seraph� - a comprehensive records management solution that helps eliminate paperwork, enable collaborative casework and compliance initiatives; Tower Seraph is certified as DoD 5015.2 compliant
- TOWER WebCapture� - a solution that provides businesses with the ability to capture and aggregate the content that constitutes an online transaction and to automatically create a permanent, unalterable visual transaction log and audit trail.