Progre Software Announces Intent to Acquire Telerik

October 22, 2014

Progress Software Announces Intent to Acquire Telerik Will Add Leading UI Components to Progress Platform to Enable Developers to Offer Exceptional User Experiences

BEDFORD, Mass.--(BUSINESS WIRE)-- Progress Software Corporation (NASDAQ:PRGS) today announced that it has entered into a definitive agreement to acquire privately held Telerik AD, a leading provider of application development tools, for $262.5 million. Telerik enables its 1.4 million strong developer community to create compelling user experiences across cloud, web, mobile and desktop applications. Teleriks revenue for the last twelve months was over $60 million, with annual bookings growth of over 20%. Progress expects the addition of Telerik to be slightly accretive on a Non-GAAP basis in the first year following the acquisition.

The combination of Progress and Telerik will create a comprehensive cloud and on-premise platform offering that enables developers to rapidly create beautiful applications driven by data for any device or cloud. The combined offering will enable developers to create highly personalized user experiences, powerful applications and connections to multiple data sources without being limited by cloud or device.

User experience is defining the way application software is being selected. Teleriks strength is in helping developers create elegant, custom user interfaces for their cloud, web-based and on-premise applications, said Phil Pead, Progress CEO. Building applications today is truly complex. Developers also must deal with security, scaling, massive amounts of data and the ability to deploy on a large number of different devices. Together, Progress and Telerik can help to solve these issues so that developers can focus on building software that solves business problems.

The combination of Progress and Telerik brings together two highly complementary companies, each a recognized leader in application development. More than 4 million users and 47,000 businesses in over 175 countries run applications on the Progress OpenEdge platform and database, and with its Pacific and Modulus platform, Progress offers an integrated cloud platform for developers to rapidly create applications on any cloud or on-premise infrastructure. Progress was recently positioned as a Visionary in Gartners Magic Quadrant for Enterprise Application Platform-as-a-Service (aPaaS).

For over 12 years, Telerik has been at the forefront of enabling developers at 450 of the Fortune 500 to deliver best-in-class web, desktop and mobile applications. Telerik offers a comprehensive suite of UI development tools and application life cycle management; a cloud-based platform, and a web content management system for creating and managing mobilized, enterprise websites. Telerik was positioned as a Visionary in both the Gartner Magic Quadrant for Mobile Application Development Platforms and for Integrated Software Quality Suites.

We are extremely proud of the incredible achievements and momentum our employees, customers and partners have created for Telerik to date, said Vassil Terziev, Co-CEO and Co-Founder of Telerik. The acquisition by Progress will further strengthen our enterprise and cloud offerings, and will enable us to continue innovating and redefining modern application development. We expect this new chapter to dramatically expand our growth and to provide greater opportunities for Telerik and Progress customers, partners and employees.

Mr. Pead concluded, Teleriks products and people are a great fit with Progress. Their success in growing their business using a primarily self-service, digital strategy, with a proven ability to draw developers to their website, will accelerate our overall growth strategy. With Telerik, Progress becomes a destination site for the largest developer population on the planet - ABL, .NET, Java, JavaScript, Node.js and Mobile - for developers to create captivating applications using their tools or ours, deployed on our platform anywhere.

The acquisition is expected to close in early December, subject to obtaining regulatory consents and satisfaction of other customary closing conditions. Following the completion of the acquisition, the Telerik founders and key management will join Progress. Progress expects to fund a portion of the purchase price with debt, and the company will provide further details regarding the funding and debt structure after the transaction is closed.

Lazard Freres & Co LLC is serving as Teleriks financial advisor with respect to the transaction.

Conference Call

Progress will hold a conference call on Wednesday, October 22, 2014 at 11:00 a.m. ET, which can be accessed on the investor relations section of the companys website, located at www.progress.com. Additionally, you can listen to the call by telephone by dialing 1-888-205-6648, pass code 5833793. The conference call will include brief comments followed by questions and answers. An archived version of the conference call and supporting materials will be available on the Progress Software website within the investor relations section after the live conference call.

Legal Notice Regarding Non-GAAP Financial Information

Progress Software provides non-GAAP financial information as additional information for investors. These non-GAAP measures are not in accordance with, or an alternative to, generally accepted accounting principles in the United States (GAAP). Progress Software believes that non-GAAP financial information is useful for an understanding of its ongoing operations and provides additional detail and an alternative method of assessing its operating results. Management uses non-GAAP financial information to compare the companys performance to that of prior periods for analysis of trends and for budget and planning purposes.

Note Regarding Forward-Looking Statements

This press r

LINK:	http://investors.progress.com/releasedetail.cfm?ReleaseID=877501...
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