GEAC Geac Computer Ltd - Common Shares (MM)

Fortified Financial Position, Deep Global Presence and Expanded Development Initiatives Provide Increased Benefits for Customers and Strong Opportunities for Employees Golden Gate Capital, a private equity firm focused on investing in high-growth businesses in change intensive industries, and Geac Computer Corporation Limited (TSX:GAC) (NASDAQ:GEAC) today announced that Golden Gate Capital has completed its previously announced acquisition of Geac. Golden Gate Capital, through TriCage Merge Corp., acquired Geac in an all-cash transaction valued at US$11.10 per share, or approximately US$1.0 billion, pursuant to a plan of arrangement. In connection with the transaction, Geac's common shares will be delisted from The Toronto Stock Exchange and NASDAQ. As part of the acquisition, Geac has been reorganized into two separate Golden Gate Capital portfolio companies. Infor, an existing Golden Gate Capital funded company, acquired Geac's ERP software products -- including System21, RunTime, Ratioplan, StreamLine, and Management Data -- and the employees who support them moved to Infor. As the largest provider of enterprise software focused on the manufacturing and distribution industries, Infor delivers integrated solutions that address the essential challenges its customers face in areas such as supply chain planning, relationship management, demand management, ERP, warehouse management, marketing-driven distribution, and business intelligence. Infor has more than 2,800 employees in 50 offices around the world and supports approximately 19,500 customers in more than 70 countries. Geac's core financial and corporate performance management applications provide the framework of a newly formed Golden Gate Capital funded company, named "Extensity" that targets the integrated financial applications software market, including the high-growth Business Intelligence (BI) and Corporate Performance Management segments. Extensity will consist of two newly formed business units including Financial Applications and Industry Specific Applications (ISA). The Financial Applications unit includes the products and the employees who worked within Geac's Enterprise Server, SmartStream, Anael, Extensity and Comshare product groups. The second business unit is comprised of the Industry Specific Applications (ISA) of Commercial SD, Libraries, Local Government, Public Safety and Restaurants. Each ISA business will remain independent from the others in a structure similar to what existed within Geac prior to the implementation of the plan of arrangement. Geac's finance and accounting, IT, legal and HR teams will provide the global general and administrative infrastructure for Extensity. Ken Walters, President of Infor has been named the CEO of Extensity. He has been with Infor through several acquisitions and will now leverage his success there to guide Extensity. The transaction was financed through a combination of equity from Golden Gate Capital, cash on Geac's balance sheet and firmly committed debt financing. J.P. Morgan Securities ("JPMorgan") and Credit Suisse Securities (USA) LLC acted as Joint Bookrunners and Co-lead Arrangers for Infor's First-Lien and Second-Lien Credit Facilities. Wells Fargo Foothill, Inc. ("WFF") and G.E. Commercial Finance ("GECC") acted as Co-Documentation Agents for Infor's First-Lien Credit Facilities. JPMorgan and Merrill Lynch Co. acted as Joint Bookrunners and Co-lead Arrangers for Extensity's First-Lien and Second-Lien Credit Facilities. WFF and GECC acted as Co-Documentation Agents for Extensity's First-Lien Credit Facilities. D.B. Zwirn Finance LLC acted as Administrative Agent for Extensity's Second Lien Credit Facility. Bear, Stearns & Co. Inc. acted as financial advisor and Blake, Cassels & Graydon LLP and Skadden, Arps, Slate, Meagher & Flom acted as legal advisors to Geac. JPMorgan acted as exclusive financial advisor and Kirkland & Ellis LLP and Borden Ladner Gervais LLP acted as legal advisors to Golden Gate Capital. Computershare Investor Services Inc., which acted as the depositary for the acquisition will send the US$11.10 per share to Geac shareholders who have completed and returned the necessary documentation. Additional copies of the documentation necessary for Geac shareholders to receive payment for their shares can be obtained by contacting Computershare at 1.800.564.6253. About Infor Infor is the largest global software provider focused on delivering world-class enterprise applications to customers in the manufacturing and distribution industries. Infor delivers integrated best-in-class products that address the essential challenges its customers face in areas such as supply chain planning, relationship management, demand management, ERP, warehouse management, and business intelligence. With more than 2,800 employees in 50 global offices, Infor provides enterprise solutions to 19,500 customers in over 70 countries. For additional information, visit www.infor.com. About Golden Gate Capital Golden Gate Capital (http://www.goldengatecap.com) is a San Francisco-based private equity investment firm with approximately $2.5 billion of capital under management. Golden Gate Capital is dedicated to partnering with world-class management teams to invest in change-intensive, growth businesses. They target investments in situations where there is a demonstrable opportunity to significantly enhance a company's value. The principals of Golden Gate Capital have a long and successful history of investing with management partners across a wide rage of industries and transaction types, including leveraged buyouts, recapitalizations, corporate divestitures and spin-offs, build-ups and venture stage investing. About Extensity Extensity is the leading financial performance management company focusing exclusively on the comprehensive needs of finance professionals. With more than 12,500 customers worldwide, including half of the Fortune 100, Extensity enables better financial management and decision-making throughout the enterprise in many of the world's most progressive and successful companies. We leverage the power of trusted, finance-centric data through a comprehensive set of end-to-end solutions from financial applications to performance management. Extensity has over 1,100 employees in 42 offices worldwide. For more information, visit http://www.extensity.com or email info@extensity.com. This press release may contain forward-looking statements of Geac's intentions, beliefs, expectations and predictions for the future. These forward-looking statements often include use of the future tense with words such as "will," "may," "intends," "anticipates," "expects" and similar conditional or forward-looking words and phrases. These forward-looking statements are neither promises nor guarantees. They are only predictions that are subject to risks and uncertainties, and they may differ materially from actual future events or results. Geac undertakes no obligation to update or revise the information contained herein. Risks and uncertainties include the satisfaction of the conditions to closing, including receipt of shareholder and regulatory approval. Other potential risks and uncertainties that relate to Geac's business and operations are summarized in more detail from time to time in our filings with the United States Securities and Exchange Commission and with the Canadian Securities Administrators. Please refer to Geac's most recent quarterly reports available through the website maintained by the SEC at www.sec.gov and through the website maintained by the Canadian Securities Administrators and the Canadian Depository for Securities Limited at www.sedar.com for more information on risk factors that could cause actual results to differ. Geac is a registered trademark of Geac Computer Corporation Limited. All other marks are trademarks of their respective owners.