In a joint statement Monday, workforce optimization specialist Witness Systems and Verint Systems (News - Alert), Inc., a provider of analytic software solutions for the security and business intelligence markets, announced Verint’s plans to acquire Witness.
According to the terms of a definitive agreement reached by the two companies, Verint will pay $27.50 per share of Witness Systems (News - Alert). The fully diluted value of the sale, minus Witness’ cash, is estimated at $950 million.
Verint expects to fund the acquisition through:
- A $650 million debt financing commitment from Lehman Brothers, Inc., Deutsche Bank, and Credit Suisse
- A $293 million stock investment from Comverse Technology (News - Alert), Inc. (which owns 57 percent of Verint)
- Cash from the combined company
Pending regulatory approval, and go-ahead from Witness Systems shareholders, the deal is expected to close during the second quarter of 2007.
The combined company’s portfolio will include solutions for:
- Quality monitoring
- IP recording
- Multimedia interaction capture
- Speech and data analytics
- Performance management
- Contact center and enterprise workforce management
- eLearning and eCoaching
- Customer feedback management
- Professional and consulting services
In a combined news release, the two companies said that pooling their resources will create an excellent combination of resources companies large and small will be able to utilize to optimize their workforces and make better business decisions.
“Verint and Witness share a similar culture with a passion for growth, results-driven execution and a laser focus on customer success,” said Verint president and CEO Dan Bodner, in a statement. “This strategic move will create a platform for rapid organizational growth and provide a wealth of opportunity for our global employee population.”
Witness CEO Nick Discombe added that the acquisition represents the coming together of a unique group of people and solutions, unified by a common purpose—to help clients and partners achieve a sustainable competitive advantage.
“This combination makes us an attractive strategic partner that delivers real solutions and strong ROI to both the SMB and enterprise markets,” Discombe said in a statement.
The deal is being made possible thanks to contributions from several financial and legal firms, as listed below.
- Financial advisor—Goldman, Sachs & Co.
- Financial advisor and fairness opinion—Lehman Brothers, Inc.
- Fairness opinion—Morgan Keegan & Company
- Legal advisor—Jones Day
- Legal advisor—WilmerHale
Mark Terrell, Chairman of Comverse’s board of directors, said that the company’s investment in Verint’s planned acquisition of Witness is being made to increase value for shareholders and help keep future choices for assets flexible.
“It is consistent with the Board's ongoing review of Comverse Technology's businesses, corporate structure and areas of competitive opportunity, and underscores the Board's commitment to enhancing, preserving and unlocking the value of all of its businesses and investments,” Terrell said of the deal, in a statement.
To learn more about Witness Systems’ workforce optimization solutions, please visit the company’s TMCnet.com channel, Quality Monitoring.
Mae Kowalke previously wrote for Cleveland Magazine in Ohio and The Burlington Free Press in Vermont. To see more of her articles, please visit Mae Kowalke’s columnist page. Also check out her Wireless Mobility blog.