Fin O'Neill To Be CEO of Reynolds and Reynolds Following Merger With UCS
August 14 2006 - 6:01PM
PR Newswire (US)
Combined company to offer both ERA(R) and POWER(R) as part of the
REYNOLDSYSTEM(TM) DAYTON, Ohio, Aug. 14 /PRNewswire-FirstCall/ --
The Reynolds and Reynolds Company (NYSE:REY) and Universal Computer
Systems, Inc. (UCS), today announced that Fin O'Neill will be
Reynolds' chief executive officer following its merger with UCS.
"There is no question as to who will be the boss: our customers,"
O'Neill said. "I am eager to show Reynolds' customers that Reynolds
will continue to be Reynolds. I am delighted to lead the combined
company and to continue to deliver on the Reynolds brand promise of
having a singular focus on customer needs. "Reynolds will continue
to give its customers choices. No one will be forced to change
systems. We'll offer the choice of the UCS POWER(R) software and
the Reynolds ERA(R) software as part of the core REYNOLDSYSTEM(TM).
"As the two companies come together, there will be no disruption of
service. Customers have my word that their investments will be
protected, regardless of their platform. Both the ERA and POWER
systems will be sold, installed, supported and enhanced for decades
to come for the hundreds of thousands of dealership employees who
rely on them," O'Neill said. Reynolds and UCS announced a
definitive agreement August 8 to merge their two organizations to
create the world's pre-eminent dealer services company. The
transaction is subject to approval by Reynolds shareholders and
regulatory clearances. The combined company will continue to be
named The Reynolds and Reynolds Company, with the products and
services of both Reynolds and UCS marketed under the Reynolds
brand. The UCS brand will be discontinued. Reynolds will continue
to have headquarters and principal operations in Dayton, Ohio.
Reynolds expects to schedule a special meeting of its shareholders
during the fourth quarter of calendar year 2006 to vote on the
transaction. Cautionary Notice Regarding Forward-Looking Statements
Certain statements contain forward-looking statements, including
statements relating to results of operations. These forward-looking
statements are based on current expectations, estimates, forecasts
and projections of future company or industry performance based on
management's judgment, beliefs, current trends and market
conditions. Actual outcomes and results may differ materially from
what is expressed, forecasted or implied in any forward-looking
statement. Forward-looking statements made by the company may be
identified by the use of words such as "will," "expects,"
"intends," "plans," "anticipates," "believes," "seeks,"
"estimates," and similar expressions. There are a number of risks
and uncertainties that could cause actual results to differ
materially from the forward-looking statements included in this
document. For example, (1) Reynolds may be unable to obtain
shareholder approval required for the transaction; (2) Reynolds may
be unable to obtain regulatory approvals required for the
transaction, or required regulatory approvals may delay the
transaction or result in the imposition of conditions that could
have a material adverse effect on Reynolds or cause the parties to
abandon the transaction; (3) conditions to the closing of the
transaction may not be satisfied; (4) Reynolds may be unable to
achieve cost reduction and revenue growth plans; (5) the
transaction may involve unexpected costs or unexpected liabilities;
(6) the credit ratings of Reynolds or its subsidiaries may be
different from what the parties expect; (7) the businesses of
Reynolds may suffer as a result of uncertainty surrounding the
transaction; (8) the timing of the initiation, progress or
cancellation of significant contracts or arrangements, the mix and
timing of services sold in a particular period; and (9) Reynolds
may be adversely affected by other economic, business, and/or
competitive factors. These and other factors that could cause
actual results to differ materially from those expressed or implied
are discussed under "Risk Factors" in the Business section of our
most recent annual report on Form 10-K and other filings with the
Securities and Exchange Commission. The company undertakes no
obligation to update any forward-looking statements, whether as a
result of new information, future events or otherwise. About
Reynolds Reynolds and Reynolds ( http://www.reyrey.com/ ) has
helped automobile dealers sell cars and take care of customers
since 1927. Today, more than 15,000 dealers worldwide rely on
Reynolds to help run their dealerships. In the U.S. and Canada, the
REYNOLDSYSTEM(TM) combines comprehensive solutions, experienced
people and proven practices that drive total dealership performance
through a full range of retail Web and customer relationship
management solutions, e-learning and consulting services,
documents, data management and integration, networking and support
and leasing services. Internationally, Reynolds serves dealers in
more than 35 countries through a broad range of retailing solutions
and consulting services. About Universal Computer Systems Universal
Computer Systems offers a comprehensive solution for the computing
and business needs of automobile dealerships. The company is the
leader in innovation for dealership computer systems. Throughout
the 1980s, 1990s, and into the new millennium, Universal Computer
Systems has been the first to introduce many of the dealership
software applications available today. As a result of this
aggressive software development, Universal Computer Systems meets
and exceeds every dealership software need. Additional Information
and Where to Find It In connection with the proposed transaction, a
proxy statement of Reynolds and other materials will be filed with
SEC. WE URGE INVESTORS TO READ THE PROXY STATEMENT AND THESE OTHER
MATERIALS CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT REYNOLDS AND THE PROPOSED
TRANSACTION. Investors will be able to obtain free copies of the
proxy statement (when available) as well as other filed documents
containing information about Reynolds at http://www.sec.gov/, SEC's
Web site. Free copies of Reynolds' SEC filings are also available
on Reynolds' Web site at http://www.reyrey.com/. Participants in
the Solicitation Reynolds and its executive officers and directors
and Universal Computer Systems may be deemed, under SEC rules, to
be participants in the solicitation of proxies from Reynolds'
shareholders with respect to the proposed transaction. Information
regarding the officers and directors of Reynolds is included in its
definitive proxy statement for its 2006 annual meeting filed with
SEC on May 15, 2006. More detailed information regarding the
identity of potential participants, and their direct or indirect
interests, by securities, holdings or otherwise, will be set forth
in the proxy statement and other materials to be filed with the SEC
in connection with the proposed transaction. DATASOURCE: The
Reynolds and Reynolds Company CONTACT: Mark Feighery of Reynolds,
+1-937-485-8107, or ; Trey Hiers of Universal Computer Systems,
+1-713-718-1822, or Web site: http://www.reyrey.com/
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