Accounting and Information Technology
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Best Software Announces Definitive Intent to Acquire ACCPAC
Corporate Parent, The Sage Group plc, To Acquire Leading Accounting, CRM and Internet-hosted Solutions Vendor from Computer Associates

Irvine, Calif. - December 23, 2003 - Best Software, Inc., today announced that its UK-based parent company, The Sage Group plc, has agreed to acquire Pleasanton, California-based business management software vendor ACCPAC International, Inc. (“ACCPAC”), a subsidiary of Computer Associates International, Inc., (NYSE:CA ), for an equity value of $110 million. ACCPAC has net cash of $4 million, giving an enterprise value of $106 million. The acquisition will be paid for in cash. The acquisition is subject to regulatory approvals and is expected to be completed by the end of February.

“With the addition of ACCPAC’s integrated, end-to-end business management applications, Best Software will be better positioned to serve small and medium-sized businesses in North America,” said Best Software CEO Ron Verni. “This acquisition reinforces our strength in key vertical areas while giving our customers additional quality products to choose from as part of the Best Software brand.”

ACCPAC offers a comprehensive suite of end-to-end business management applications including accounting, CRM, HR, warehouse management, manufacturing, EDI, and point-ofsale. Globally, ACCPAC is expected to add more than 540,000 business customers to Best Software’s nearly 1.8 million small and medium-sized business customers in the U.S. ACCPAC customers are served through a channel of more than 7,000 business partners worldwide, which complements, with very little overlap, Best Software’s channel program of more than 6,600 partners in North America.

According to ACCPAC, its revenue for the year ended March 31, 2003 was $88.7 million, and its operating profit was $10.3 million (after adding back charges for the amortization of purchased goodwill). Its net assets at March 31, 2003 were $8.2 million.

“ACCPAC and Best Software have built their businesses by delivering quality products and services to the SMB market,” said ACCPAC President & CEO David Hood. “The synergies between our products, our channel partners, and the geographies we serve make ACCPAC a natural fit with Best and Sage. We look forward to continuing to deliver customer-focused products and a strong channel commitment as part of the Best Software family.”

For Sage, this acquisition brings a number of strategic benefits worldwide. The addition of ACCPAC will strengthen Sage’s business in Australia and South Africa, complementing Sage's existing operations, and will provide an entry into Asia with a strong position in Singapore. In addition, ACCPAC Online, which offers hosted accounting, CRM, and other business
applications, provides an attractive alternative to Sage's desktop solutions.

For Best Software, ACCPAC also strengthens the company’s overall North American position, especially in Canada. Since 1998, Best Software has made 15 acquisitions in the North American market worth more than $1.4 billion.

"One of ACCPAC’s greatest assets is its knowledgeable employee base, which will further strengthen our understanding of the small to medium-sized business market and enhance our ability to develop and market the right solutions for this segment. We believe this is a tremendous asset that distinguishes Best and Sage in the marketplace," said Verni.


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