San Francisco, CA, December 31, 2001 - Advent Software, Inc. (Nasdaq: ADVS) today announced it has signed a definitive agreement to acquire privately held Kinexus Corporation for total consideration of approximately $68.5 million, including cash and warrants. The acquisition has been approved by the board of directors of each company, and is subject to various closing conditions including approval under the Hart-Scott-Rodino Antitrust Improvements Act. The transaction is expected to close during the first quarter of 2002. Approximately 110 Kinexus employees from its New York facilities will join Advent.
Kinexus, whose clients include JPMorgan Private Bank, Merrill Lynch Wealth Management Services, First Union’s Private Capital Management and Wachovia, among other top financial institutions, is an industry leader delivering sophisticated wealth management reports to advisors of high net worth investors. Combining its ability to provide internal account aggregation and manual data management services with Advent TrustedNetworkSM, whose many clients include Morgan Stanley Dean Witter, Deutsche Bank, Glenmede Trust, ABN Amro, State Street Fiduciary Investor Services Group and SunGard, Advent will now offer the most comprehensive internal and external investment data reporting solution available. Advent TrustedNetwork is the industry’s first external consolidation solution that enables financial organizations to deliver consolidated account data from multiple institutions. For an entire list of Advent TrustedNetwork participants see www.trustednetwork.com.
“Large banking and brokerage firms often look first to consolidate all investment accounts from their many internal computer systems into a single wealth management report. Kinexus is the industry leader in offering these internal consolidation services,” said Harry Totonis, Chief Executive Officer of Kinexus. “These same firms want a seamless path from internal to external consolidation, which they will now get through the combination of Kinexus and Advent.”
“Advent has direct data connections with nearly 200 institutions that allow us to provide our customers with highly accurate and automated data for millions of investment accounts. Through our acquisition of Kinexus, we now can supplement these direct custodial connections with comprehensive data management and manual input of those accounts not yet available through Advent,” said Brian Bailard, Vice President of Wealth Management Solutions of Advent Software. “This combination provides investment professionals with complete, comprehensive and quality data that they can use to present a true consolidation service to investors. It also complements our recently announced WealthLineSM service, a web-based wealth management service built in partnership with Microsoft.”
During the first quarter of 2002, Advent expects to incur a one-time expense of approximately $2.5 million associated with the acquisition for consolidation of duplicative facilities and personnel. Beginning in the second quarter of 2002, Advent expects the acquisition to add approximately $20 million of recurring revenue to Advent’s 2002 full-year financial results and be non-dilutive to cash earnings per share. However, the company does expect to report increased amortization of intangibles associated with the acquisition of approximately $1.4 million per quarter. Should Kinexus revenues exceed budget during 2002 and 2003, in addition to the initial purchase consideration, shareholders of Kinexus are eligible to receive potential additional earn-out consideration of up to $115 million in cash and stock under a formula based on the amount of revenue and expenses. Such earn-out is expected to be non-dilutive to earnings.
Advent expects to report results of operations for the fourth quarter ending December 31, 2001 on Tuesday, January 22, 2002.
Advent Software, Inc. has been providing trusted solutions to the worlds’ leading professional money managers since 1983. Advent’s quality software, data, services and tools enable managers to improve service and communication to their clients, allowing them to grow their business while controlling costs. Advent Office™, the industry’s first and only Enterprise Investment Management solution, enables investment firms to build a truly client-centric organization. Advent Office is a suite of complementary products used to automate the entire range of investment management functions, including portfolio management, client relationship management, trade order management, datawarehousing, partnership accounting, reconciliation management, and web-based portfolio, performance and analytic reporting. Advent has licensed its products to more than 6,500 financial institutions in 45 countries for use by more than 60,000 concurrent users. The company’s common stock is traded on the Nasdaq National Market under the symbol ADVS.
The forward looking statements included in this press release, and in particular the Company’s statements about the effect of this acquisition on its future financial results, which reflect management’s best judgment based on factors currently known, involve risks and uncertainties including the anticipated timing of the closing and integration of the acquisition, challenges assimilating Kinexus and other acquired entities, potential fluctuations in results and future growth rates, the successful development and market acceptance of new products and product enhancements, fluctuations in the financial markets, the consequences of the recent terrorist attacks, and other risks detailed from time to time in the company’s SEC reports, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q, copies of which may be obtained by contacting Advent Software’s Investor Relations Department at 415-645-1243 or the Investor Relations page of Advent’s website at www.advent.com. Actual results may differ materially.
Irv H. Lichtenwald - CFO
Robin Goodstein – Inv Relations
Advent Software, Inc.
301 Brannan Street
San Francisco CA 94107