AspenTech to Shareholders: Approve $100M Package

Appealing to shareholders before tomorrow’s pivotal meeting, Aspen Technology downplayed a Federal Trade Commission probe and urged approval of a $100 million financing package from Advent International.

“The company believes that the FTC announcement seeking divestiture of Hyprotech makes the approval of the proposed Advent financing even more important for AspenTech and its shareholders,” the company said in a statement.

Cambridge, Mass.-based AspenTech has vowed to defend itself from the FTC’s allegation that its $99 million acquisition of Hyprotech violates competition regulations.

Lawyers for the Cambridge, Mass., enterprise software company and the government will argue before an administrative judge, however, it could be between two and seven years for a ruling to be handed down, an AspenTech spokesman said. The company has earmarked $6 million for the legal fight.

AspenTech executives have researched other public and private financing options, plus the possibility of restructuring debt,
and deem the proposed Advent financing to be “the most attractive alternative.”

At issue in the Hyprotech case is whether the combined company would dominate the market for applications that help oil companies design plants. By itself, Hyprotech, a Calgary, Canada, subsidiary of AEA Technology, has 600 customers including BP, Conoco, Shell and Exxon-Mobil.

The deal, which closed May 2002, is key to AspenTech’s reorganization around two business lines — engineering software and operations software. AspenTech, which spun out of MIT in the mid-1980s, said the transaction was not required to pass monopoly review before closing.