PHILADELPHIA, PA and EDISON, NJ--(Marketwire - April 29, 2009) - LLR Partners, one of the
Mid-Atlantic's largest private equity investment firms, with more than $1.4
billion under management, and I-many, Inc. (NASDAQ: IMNY), a leading
provider of contract management software and services for the enterprise,
announced today a definitive merger agreement under which LLR Partners will
acquire I-many for approximately $0.43 per share in cash. The transaction
is valued at $36 million, including consideration payable to holders of
options and warrants, or approximately $23.3 million net of
I-many's debt and transaction-related expenses, as set forth in the merger
agreement. The transaction price represents a premium of nearly 50% above
I-many's closing stock price earlier this week, as well as more than 70%
above the average closing prices during the past week, the past four week
period, and the three-month and six-month periods.
The estimated $0.43 per-share cash payment to I-many's shareholders
assumes, among other things, that I-many has a cash balance of $8 million
at the closing of the transaction. If the cash balance at closing is
greater than $8 million, the difference will be added to the amount
available for distribution to stockholders. If the cash balance at closing
is less than $8 million, the amount available for distribution to
stockholders will be less.
The transaction has been approved unanimously by the I-many board of
directors and is subject to customary closing conditions, including the
approval of I-many's stockholders. It is expected to close during the third
calendar quarter of 2009.
In connection with the acquisition, the holders of I-many's senior
convertible notes have agreed to allow the company to redeem their notes in
full for cash at the closing. The holders of I-many's senior convertible
notes have also agreed not to accelerate the redemption of their notes if
the company's common stock is de-listed from the NASDAQ Capital Market
before the closing of the transaction.
"Given I-many's difficult challenges regarding outstanding debt obligations
and possible NASDAQ de-listing, LLR Partners presents an ideal opportunity
to effectively address these issues, preserve shareholder value, and
maintain our commitment to our customers," said John A. Rade, president and
CEO of I-many. "LLR has built a successful track record of investments
across many services industries, with information technology, business
services, and healthcare as key areas of focus. Among the potential
strategic partners we considered for I-many, we believe LLR possess the
greatest understanding of the unique value of I-many as a leading provider
of contract management solutions for the enterprise."
"For our stockholders," said Rade, "LLR's understanding is reflected in the
favorable terms established in this transaction. For our customers, LLR
expands our potential resources in terms of both financial strength and
knowledge of our industry, and brings a shared vision of growth and
opportunity. We are encouraged by their reputation for developing long-term
partnerships with the management teams of their portfolio companies, and
supporting them in building their businesses."
According to partner Gregory M. Case of LLR Partners: "An investment in
I-many offers LLR the chance to partner with a valuable franchise and a
core team of capable executives. Together, LLR Partners and I-many will
work to leverage the company's domain knowledge and technical capability
for the benefit of I-many's existing customers and prospects in
pharmaceutical development/manufacturing, medical devices and other
industries where increased regulatory oversight and the need for enhanced
compliance requires leading edge solutions for enhanced data management,
data processing and business intelligence."
I-many was advised by Montgomery & Co., LLC in this transaction.
Conference Call
I-many will hold a conference call to discuss the acquisition and financial
results for the first quarter of 2009 today at 4:30 p.m. Eastern time.
I-many Chairman, President and CEO John A. Rade and CFO Kevin M. Harris
will host the presentation, followed by a question and answer period.
Date: Wednesday, April 29, 2009
Time: 4:30 pm Eastern time (1:30 pm Pacific time)
Dial-In Number: 1-800-894-5910
International: 1-785-424-1052
Conference ID#: 7IMANY
Please call the conference telephone number 5-10 minutes prior to the start
time. An operator will register your name and organization and ask you to
wait until the call begins. If you have any difficulty connecting with the
conference call, please contact the Liolios Group at 949-574-3860.
A simultaneous webcast of the call will be accessible via the investor
section of I-many's website at www.imany.com.
A telephone replay of the call will be available within about 48 hours of
the call until May 29, 2009: Dial 1-800-374-1375 or 1-402-220-0682 (No
passcode required).
About LLR Partners
LLR Partners, a leading private equity firm based in Philadelphia, PA,
provides capital to middle market growth companies with proven business
models in a broad range of industries including healthcare, financial and
business services, information technology and education. With over $1.4
billion under management, LLR is flexible in its approach, taking minority
or majority positions, and investing in transactions ranging from expansion
and growth capital to recapitalizations and buyouts. For more information
on LLR, please visit www.llrpartners.com.
About I-many
I-many is a leading provider of contract management software and services
for the enterprise. With hundreds of companies across 21 industries
worldwide, I-many is enabling businesses to manage the entire contract life
cycle, from pre-contract processes and contract management to active
compliance, contract optimization, demand channel visibility and control.
The result is an end-to-end solution that provides greater levels of
insight into contract performance, allowing companies to improve
profitability and achieve a measurable return on investment. For more
information, please visit www.imany.com.
Forward-looking Statements
This news release contains forward-looking statements, and actual results
may vary from those expressed or implied herein. Actual results could
differ materially from current expectations. Factors that could cause or
contribute to such differences include, but are not limited to, the risks
surrounding the closing of the transaction, including failure of I-many's
stockholders to approve the merger; operational disruption from the merger;
general economic and market conditions and other risk factors set forth
from time to time in the company's filings with the Securities and Exchange
Commission (the "SEC").
Additional Information and Where to Find It
I-many plans to file with the SEC and mail to its stockholders a proxy
statement (the "Proxy Statement") in connection with the merger agreement
with LLR Partners (the "Merger Agreement") and related transactions. The
Proxy Statement will contain important information about I-many, LLR
Partners, the Merger Agreement and related matters. INVESTORS AND SECURITY
HOLDERS ARE URGED TO READ THE PROXY STATEMENT CAREFULLY WHEN IT IS
AVAILABLE.
Investors and security holders will be able to obtain free copies of the
Proxy Statement (when it is available) and other documents filed with the
SEC by the Company through the website maintained by the SEC at
www.sec.gov.
In addition, investors and security holders will be able to obtain free
copies of the Proxy Statement (when it is available) from the Company by
contacting I-many, Inc., Attn: Secretary, 399 Thornall Street, 12th Floor,
Edison, NJ.
I-many and LLR Partners, and their respective directors and executive
officers may be deemed to be participants in the solicitation of proxies
from the stockholders of I-many in respect of the transactions contemplated
by the Merger Agreement. Information regarding I-many's directors and
executive officers will be included in the Proxy Statement. Additional
information regarding these directors and executive officers is contained
in I-many's Annual Report on Form 10-K for the fiscal year ended December
31, 2008, as amended by Amendment No. 1 dated April 29, 2009, which is
filed with the SEC and available free of charge at the SEC's web site at
www.sec.gov. As of March 31, 2009, I-many's directors and executive
officers beneficially owned approximately 5,885,994 shares, or 10.9%, of
I-many's common stock. This excludes 7,383,264 shares owned by Ramius LLC,
of which Mark R. Mitchell, a director of I-many, is an executive officer
and for which Mr. Mitchell disclaims beneficial ownership. Information
regarding LLR Partners' directors and officers and a more complete
description of the interests of I-many's directors and officers will be
available in the Proxy Statement.
