COMPANY PRESS RELEASE: Davox Corporation a proven provider of customer interaction management solutions, has announced that it has signed a definitive agreement to acquire CELLIT a privately held provider of comprehensive, unified CIM solutions for contact centers, in a cash and stock transaction.
Effective immediately, Davox will begin doing business as Concerto Software.
Concerto Software will provide a unique, comprehensive customer interaction management solution that allows companies to more effectively manage customer communication across all interaction channels, including telephone, fax, email and the Web. This integrated, rapidly deployable solution will enable companies to better communicate with customers, improve customer service, and reduce operating costs.
Concerto Software is the result of a perfect combination of complementary strengths, said James Foy, CEO of Concerto Software. CELLIT’s innovative technology coupled with Davox’s proven solutions, financial strength and global sales and support infrastructure will enable us to quickly deliver the most comprehensive contact center solution to meet the demands of a broad range of companies.
Under the terms of the agreement, Davox will acquire all of the outstanding common and preferred shares of CELLIT in exchange for $10.15 million in cash and 544,217 shares of its common stock, which will be released to CELLIT’s preferred shareholders over a two year period. The transaction has been approved by the Board of Directors of each company and the CELLIT stockholders. The transaction is expected to be completed by the end of January. Excluding non-recurring transaction, restructuring and integration expenses and the impact of any amortization of purchased intangibles, Concerto Software anticipates that the transaction will have a neutral effect on its earnings per share for the full fiscal year 2002, with a positive impact to quarterly earnings beginning with the third quarter of 2002.
Concerto Software will be headed by Foy, the current Davox president and CEO. Alex Tellez, the current CELLIT president and CEO, will serve as Concerto Software’s executive vice president of Engineering. Other key employees in research & development, sales, and services will remain with Concerto Software.
Davox Corporation will begin the process of obtaining shareholder approval, registering trademarks, changing its NASDAQ ticker symbol and finalizing other regulatory matters in connection with the new corporate name.
Leadership Team Gains New Executives
Ralph Breslauer has joined the Concerto Software management team as executive vice president, Sales and Marketing. Breslauer was most recently senior vice president of Field Operations at eRoom Technology and previously held executive level positions at Informix Software and Ardent Software. Also, Kristina Lengyel will join Concerto Software as vice president of Professional Services. Lengyel was most recently Chief Technology Officer and senior vice president of Operations at insci-statements.com. We are very excited to have both Ralph and Kristina joining the Concerto Software team, said Foy. Their proven leadership ability and breadth of experience ensures Concerto Software will effectively leverage the advantages and opportunities that this combination creates for us in the marketplace.
Combined Forces Expand Market Opportunity
Companies today require rapid deployment of a cost-effective, easy-to-use, comprehensive CIM solution from a single, trusted vendor. The worldwide market for CIM products is $979 million in 2001, growing to $5.4 billion by 2006, a 33% compound annual growth rate, according to Ovum, an analyst and consulting company which tracks the CIM market. Concerto Software reaches this market with solutions designed for new and existing contact centers in both large and mid-sized enterprises.
The combined companies’ technology and global sales and support capabilities open up broad new market opportunities for Concerto Software, said Tellez. We can offer immediate benefits to our existing customers, as well as a strategy to support their future needs. In addition, we can more effectively reach new markets that present high growth opportunities for us.
Preliminary Fourth Quarter Results
Based on preliminary information, Davox expects to report fourth quarter results in line with its expectations and essentially consistent with its pro forma results for the third quarter of 2001. Davox also expects to report improvements in its DSO and cash and investment balances, as well as positive cash flows from operations for the fourth quarter. Davox expects to announce fourth quarter 2001 earnings following market close on January 29, 2002.
We are pleased with our fourth quarter results in what is still a difficult and uncertain economic environment, said Foy. We are entering 2002 as a new company in a very healthy financial position and with a compelling market opportunity that we plan to capitalize on.