Current Report — Form 8-K
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 8-K Current Report 5 15K
2: EX-2.1 Agreement and Plan of Merger Dated Oct. 19, 2000 75 309K
3: EX-2.2 Agreement and Plan Merger Among Interwoven, Inc. 73 342K
4: EX-99.1 Press Release Dated Oct. 20, 2000 2 11K
EX-99.1 — Press Release Dated Oct. 20, 2000
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Exhibit 99.1
Interwoven Extends its Technology Lead in Enterprise-Class Content Management
with Acquisitions of Metacode Technologies and Ajuba Solutions
Acquisitions Accelerate Development of Intelligent Content Tagging and Augment
Interwoven's XML Engineering Team
SUNNYVALE, Calif., October 20, 2000 -- Interwoven, Inc. (Nasdaq:IWOV), the
leading provider of enterprise-class content management software, today
announced definitive agreements to acquire two privately-held companies,
Metacode Technologies and Ajuba Solutions. Metacode is a leading developer of
content tagging and taxonomy technology. Ajuba is a developer of XML solutions.
Both acquisitions will help Interwoven extend its technology leadership position
in content management.
"Working with eBusiness leaders across all industries, Interwoven has a
first-hand view of the requirements for next-generation content management,"
said Martin Brauns, president and CEO of Interwoven. "Accordingly, Interwoven is
making investments in cutting-edge technology and top notch engineering talent,
to accelerate our pace of innovation and further extend our market lead."
Under the terms of the agreements, an aggregate value of approximately $150
million in Interwoven common stock and stock options will be exchanged for the
capital stock and stock options of Metacode and approximately $31 million in
Interwoven common stock and stock options will be exchanged for the capital
stock and stock options of Ajuba. These transactions will be accounted for as
purchases and are expected to be completed in the fourth quarter of Interwoven's
fiscal year 2000. "The financial impact of these acquisitions had already been
considered in our business plans and financial projections discussed in our
recent Q3 earnings conference call," commented Interwoven CFO Dave Allen. The
acquisitions have been approved by the board of directors of each company and
are subject to various closing conditions.
Along with the content analytics technology acquired earlier this year from
Neonyoyo, the Metacode technology will play a key role in providing the
intelligence necessary for next-generation content management. The Metacode
technology will enhance how customers use Interwoven solutions to create a
compelling and relevant Web experience. By automatically including metadata
based on customer-specific or industry-specific taxonomies, content can be
readily shared and repurposed across multiple Web properties and B2B exchanges.
Metacode products are already in use at enterprises such as Eastman Chemical,
Reuters Health and VerticalNet.
The Ajuba acquisition will allow Interwoven to accelerate its FY2001
product plans. The Ajuba team will be assimilated into Interwoven's existing
technical staff much as the Neonyoyo team was immediately after its acquisition
in June. The Ajuba product line will be discontinued.
"The Ajuba team represents a concentration of XML, Java and eBusiness
integration talent that will nicely augment our own development efforts,
especially our initiatives in wireless and B2B," said Jack Jia, senior vice
president of engineering for Interwoven. "This team plus the Metacode technology
and team will allow Interwoven to continue to provide groundbreaking products to
its world-class customer base."
About Interwoven, Inc.
Interwoven, Inc. (Nasdaq:IWOV) is the leading provider of enterprise-class
content management solutions. Its flagship product, TeamSite, controls the
development, management and deployment of business-critical Web sites.
Interwoven solutions are based on an inclusive content architecture that
empowers all content contributors and leverages diverse Web assets including
XML, Java, rich html, multimedia and database content. For more information on
the company and its software solutions, visit the Interwoven Web site at
www.interwoven.com or e-mail info@interwoven.com.
This press release contains "forward-looking" statements, including
projections about our business, such as statements about financial projections,
expected acquisitions and future products. For example, statements in the future
tense, and statements including words such as "expect", "plan", "estimate",
"anticipate" or "believe," are forward-looking statements. These statements are
based on information available to us at the time of the release; we assume no
obligation to update any of them. The statements in this release are not
guarantees of future performance. Actual results could differ materially from
our current expectations as a result of numerous factors, including our limited
experience with acquiring companies, the possibility that an acquisition might
not be consummated, potential difficulties in integrating operations and
technologies of any acquired companies, and any unexpected delays in new product
releases.. These and other risks and uncertainties associated with our business
are detailed in our most recent annual report on Form 10-K and subsequent Forms
10-Q, which are on file with the SEC and available through www.sec.gov
CONTACT: Interwoven, Inc.
Kathleen Means, 408/530-5718
kmeans@interwoven.com
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Dates Referenced Herein and Documents Incorporated by Reference
| Referenced-On Page |
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| This ‘8-K’ Filing | | Date | | First | | Last | | | Other Filings |
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| |  |
| Filed on: | | 11/13/00 |
| For Period End: | | 10/31/00 | | | | | | | 8-K/A |
| | 10/20/00 | | 1 |
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