| Mon 7 May 2001, 0:00 | | Dimension Data Makes Counter Offer For Proxicom |
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Dimension Data Holdings plc
(Incorporated in England and Wales under the United Kingdom Companies' Act 1985
with registered number 3704278)
(Registered as an external company in the Republic of South Africa with
registered number 2000/009053/10)
("Dimension Data")
Monday, 7 May , 2001
Dimension Data makes counter offer for Proxicom
London, May 7, 2001 - Dimension Data Holdings plc today announced that it had
tabled a competing offer to acquire all the shares of Proxicom, Inc. at $7.50
per share, a 30% premium to the offer made by Compaq Computer Corporation on 26
April 2001. The offer values Proxicom equity at $ 448 million or a transaction
value of $ 376 million taking into account cash on the balance sheet of $72
million.
Dimension Data has conducted a thorough analysis of the US e-business industry
and a detailed due diligence review of Proxicom. Dimension Data believes that
Proxicom is an ideal fit to enhance its e-business integration model, which
combines the integration skills of both network infrastructure and application
software. The successful acquisition and integration of Proxicom would place
Dimension Data in a leading position to address the emerging requirement for
integrated networking and software solutions.
The acquisition would:
enhance Dimension Data's networking and managed services offering with
e-business strategy, consulting, integration and strong technical skills;
provide strong expertise in key vertical industries;
strengthen the group's global scale and reach;
accelerate the visibility of the Dimension Data brand, particularly in the US
market;
enable Dimension Data to gain size and scale and enhance its competitive
position in a rapidly consolidating environment; and
enhance the Group's ability to attract and retain the best skills in the
industry through the establishment of a new category systems integration
company with a strong US presence.
In accordance with the Compaq merger agreement, Proxicom notified Compaq of its
receipt of the Dimension Data proposal, and the Proxicom Board of Directors
authorized the company's management and advisors to enter into negotiations
with Dimension Data. Under the terms of the Compaq merger agreement, should
Proxicom determine that the Dimension Data offer is a superior proposal and
determine to enter into a definitive transaction agreement with Dimension Data,
Proxicom must notify Compaq and Compaq would have three business days to
determine whether to match Dimension Data's offer. There can be no assurance as
to the outcome of this process.
Dimension Data is being advised by Merrill Lynch & Co. and Deutsche Bank in
this transaction.
Ends
Dimension Data Contacts:
Dirk Ackerman, Global MD i-Commerce
Tel: 2711 709 - 1856
Richard Came, Group Strategy & Marketing Director
Tel: 2711 709 - 1010
Patrick Quarmby, Group Corporate Finance Director
Tel: 2711 709 - 1803
Malcolm Rutherford, Group Finance Director
Tel: 2711 709 - 1007
Karen Cramer, Investor Relations
Tel: (44) 0793 2020 296
Rob Taylor, Group MD i-Commerce
Tel: 2711 709 - 1004
Note to editors:
Dimension Data Holdings plc is a leading global network services and i-Commerce
solutions provider, focused on enabling enterprises, telecommunications service
providers and new economy companies to communicate and transact effectively in
an e-enabled environment.
Listed on the London Stock Exchange, Dimension Data is a constituent of the
FTSE 100 index. The Group operates in over 30 countries on six continents. It
has achieved a three-year compound annual growth rate in US dollars of 73% in
revenue and 36% in basic earnings per share. For more information, please go to
www.didata.com.
Proxicom, Inc. is a leading e-business consulting and development company that
delivers innovative Internet and multi-channel solutions for Global 1000
companies and other global, forward-thinking businesses. The company's 1,000
strategy, creative and technology professionals provide specialized e-business
development expertise for the following global practices: Automotive and
Manufacturing, Communications and High Tech, Consumer Goods and Retail, Energy,
Financial Services, Media and Entertainment and Service Industries. Founded in
1991, Proxicom has developed and built e-businesses for such blue-chip
companies as America Online, General Electric, General Motors, Merrill Lynch,
Marriott International, NBC, and Toyota Motor Sales, USA, among many others.
With its headquarters in Reston, Va., Proxicom has offices in Boston, Chicago,
Houston, London, Los Angeles, Munich, New York, Paris, Rome, San Francisco, and
Sausalito, Calif. For more information, please visit www.Proxicom.com.
