Novell Seals Cambridge Tech Deal

A majority of Cambridge Technology Partners shareholders approved a merger with Novell , triggering the combination of offerings and executive teams.

About 60 percent of Cambridge shareholders blessed the marriage of the two companies, who have suffered in recent quarters as cash-strapped companies spend less on software and services.

Under the terms of the deal, Novell exchanged 0.688 shares for every outstanding share of Cambridge stock. Based on Novell’s price of about 4.90 per share, the
deal is worth around $214 million — about $40 million less than when it was proposed
in March.

“We’ve already taken important steps to integrate the two companies, both operationally and in our face to the market,” said Jack Messman, Cambridge’s president
and CEO. “My focus — and that of the management team — is very much on execution, effectively driving forward solutions that solve customer problems.”

The companies have time to decide who they want in key positions. Messman, 60, assumes president and CEO duties at Novell. Eric Schmidt, Novell’s former chief,
stays as chairman. Ron Foster replaces Dennis Raney as senior vice president and CFO. Raney will leave after a brief transition period.

Additionally, Cambridge named James D. Robinson III, a former American Express chairman, and John W. Poduska Sr., chairman of Advanced
Visual Systems, to open seats on the Novell board.

As for daily operations, Cambridge, locatedin Cambridge, Mass., becomes a Novell subsidiary, retaining its name and focus of consulting (including e-business, supply chain and customer
relationship management) and systems integration.

Novell, based in Provo, Utah, will continue selling Internet services software and hopes to gain business in industries Cambridge has been strong in, such as telecom, manufacturing, financial
services and energy.

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