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Phone.com, Software.com Merger Nears

Phone.com and Software.com Friday moved one step closer to their merger and their vision of becoming a provider of carrier-class software to wireless and wireline carriers, portals and ISPs. Both companies announced they had set a record date as of close of business on Sept. 25.

Phone.com shareholders of record will vote on adoption of the merger agreement during the company's annual general meeting on Nov. 17. Software.com shareholders of record will convene a special stockholders meeting on the same day to cast their votes on the merger agreement.

Under the terms of the merger, shareholders of each company will own about 50 percent of the combined company, with each Software.com shareholder entitled to receive 1.6105 Phone.com shares for each of their shares.

Phone.com is a provider of software that enables delivery of Internet-based services to mass-market wireless phones. Its software gives subscribers access to Internet-based and corporate intranet-based services -- e-mail, news, stocks weather, travel and sports -- as well as telephony services. Software.com supplies carrier-scale Internet messaging infrastructure software for communications service providers. When the transaction closes, the merged entity will be a provider of highly scalable infrastructure and application software enabling the delivery of e-mail, voicemail, unified messaging, directory and wireless Internet access for IP-based networks.

Earlier this month, Phone.com reshuffled its management structure to bring in Cisco Systems alum Don Listwin as chief executive officer. Listwin will also be CEO and president of the combined entity and is now responsible for driving the merger and integration planning activities.



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