SUNNYVALE, Calif.--(BUSINESS WIRE)--March 26, 2001--Vitria (Nasdaq:VITR - news), a leading integration server provider, today announced that the company has entered into a definitive agreement to acquire XMLSolutions Corporation.
XMLSolutions has developed XML transformation maps for over 3,100 of the world's most frequently used EDI document formats. EDI is the most prevalent standard for business-to-business collaboration, with over 300,000 companies using EDI in the US alone. XML is the emerging standard for Internet-based collaboration. XMLSolutions' technology bridges the gap between the old economy standard and the new economy standard. Using their transformation technology, companies can exchange business documents -- such as purchase orders, invoices, and shipment notices -- with any trading partner or exchange without worrying about the specific EDI and XML format requirements of each partner or exchange. In addition, companies can leverage and extend their substantial investment in existing EDI systems to quickly and easily exchange XML business documents with small and medium-sized trading partners who cannot afford to use complex and expensive EDI software.
``The combination of XMLSolutions' collaboration technology and Vitria's EAI, B2Bi, and Business Process Management solution will help us to define the platform upon which the next generation of ebusiness -- value chain collaboration -- will be conducted,'' said JoMei Chang, president and CEO of Vitria. ``The acquisition of XMLSolutions will also provide us with a talented group of employees who will help us to quickly bring this enhanced solution to heavy EDI users across multiple industries, including aerospace, automotive, retail, and transportation.''
The Market Opportunity for EDI and XML Transformation
Vitria believes that there is a substantial market opportunity for this type of integration solution. Industry analysts estimate that 95% of Fortune 500 companies use EDI, that 80% of all B2B transactions between Fortune 500 companies use EDI, and that approximately $3 trillion worth of business will be transacted via EDI in 2003. However, given the complexity and cost of EDI software, most companies only use EDI to communicate with the top 15-20% of their trading partners. The remaining 80-85% of trading partners need a simpler, less expensive solution that leverages the emerging XML standard for information exchange over the Internet.
``Some suggest that XML will rapidly replace EDI in the
thousands of instances where EDI provides B2B connectivity.
Quite to the contrary, many enterprises will stick with their
EDI-based links because these connections work and because
there are lots of other challenges that require more immediate
attention. We won't preside over the funeral for EDI for many
Ross Altman, Research Director, Gartner Group
``META Group's research indicates that enterprises must make
significant investments in skills, organization, and
technology to achieve IEI (Inter-enterprise Integration).
Organizations should expect emerging XML standards to augment,
rather than replace, EDI for the foreseeable future.``
Morgan Gerhart, Vice President, Server Infrastructure
Strategies, META Group
Deal Structure and Timing
The total purchase price for the transaction will be approximately $15 million, of which $7 million will be paid at the closing in cash to preferred shareholders, and $8 million will be used to retire short-term debt and other liabilities of XMLSolutions. The closing of the acquisition is subject to the approval of the shareholders of XMLSolutions, as well as the satisfaction of certain customary closing conditions. Vitria will account for the acquisition as a purchase and expects to complete the transaction in early April.
``The acquisition will add approximately $4.5 million in expense to our second fiscal quarter, and approximately $3.5 million per quarter thereafter,'' said Paul Auvil, chief financial officer of Vitria. ``We do not expect the acquisition to add incremental revenues in the short term. However, we do expect the acquisition to help accelerate the expansion of our business into new vertical markets, such as manufacturing, financial services, and energy, where companies are looking to leverage and extend their significant investment in EDI.''
XMLSolutions Corporation (www.xmls.com) enables the secure, real-time B2B exchange of transactions over the Internet. By eliminating a company's EDI and XML dialect dependencies, XMLSolutions removes trade barriers, enabling uniform transactions among customers, exchanges, and trading partners of all sizes. The XMLSolutions integrated solution includes support for XML-to-XML transformations; EDI-to-XML translation; and over 3,100 mission-critical, industry-specific EDI business documents. XMLSolutions is headquartered in Northern Virginia's technology corridor.
Vitria Technology, Inc. is a leading integration server provider. Vitria BusinessWare integrates applications and automates mission-critical business processes within and across the extended enterprise, reducing time to market, shortening lead times, lowering operating costs, and increasing customer satisfaction. Vitria is a publicly traded company (Nasdaq:VITR - news) based in Sunnyvale. For more information, call 408/212-2700, visit the company's Web site at www.vitria.com or send email to email@example.com.
Except for the historical information contained herein, this press release contains forward-looking statements that involve risk or uncertainties. The success of the acquisition and future operating results of Vitria may differ materially from the results discussed or forecasted in the forward-looking statements due to factors that include, but are not limited to, risks associated with acquisitions, such as the potential inability to satisfy the closing conditions for the acquisition, potential difficulties in the assimilation of operations, strategies, technologies and products of the acquired company, the risk of loss of key personnel of the acquired company and diversion of management attention from other business concerns, and business risks including but, not limited to, quarterly fluctuations in operating results, failure to meet financial expectations of analysts and investors, risks related to market acceptance of Vitria's products, deployment delays or errors associated with these products, hardware platform incompatibilities, reliance on a limited number of customers for a majority of revenue, need to maintain and enhance certain business relationships with system integrators and other parties, ability to manage growth, activities by Vitria and others regarding protection of proprietary information, release of competitive products and other actions by competitors and economic downturns in either domestic or foreign markets. These and other risks related to Vitria are detailed in Vitria's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on March 9, 2000, as amended, and in Vitria's quarterly reports on Form 10-Q as filed with the SEC. Vitria does not undertake an obligation to update forward-looking statements.
Note to Editors: BusinessWare® is a registered trademark of Vitria Technology, Inc. All other names may be trademarks of the companies with which they are associated.
The name ``XMLSolutions'' is one word, with uppercase XMLS and all other letters in lower case.
Vitria Technology, Inc., Sunnyvale Richard Kain, 408/212-2660 (Press and Media) firstname.lastname@example.org Paul Auvil, 408/212-2700 (Investor Relations) email@example.com