SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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Mercator Software, Inc.
(Name of Registrant as Specified In Its Charter)
Strategic Software Holdings, LLC
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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FOR IMMEDIATE RELEASE
STRATEGIC SOFTWARE HOLDINGS SAYS MERCATOR SOFTWARE
REFUSES TO ENGAGE IN MEANINGFUL DISCUSSIONS
New York, NY, April 1, 2003 - Strategic Software Holdings ("SSH") said Mercator
Software Inc. (Nasdaq: MCTR) refused to engage in meaningful discussions on its
proposal to acquire the company for $2.17 per common share at a meeting the two
sides held earlier today.
Rodney Bienvenu, Chairman and CEO of SSH said, "We came to the meeting this
morning prepared to have a meaningful, collaborative discussion on all elements
of our proposal, and discuss the basis on which the parties could come to a
friendly agreement that would deliver substantial value to shareholders. They
refused to even engage in discussions on those terms.
"We were prepared to work in a highly expedited manner on this proposal for the
benefit of the company and all shareholders. We have the interests of
shareholders in mind and our focus remains unchanged."
In a letter to the board of directors of Mercator, delivered on Monday March 31,
2003, SSH said it was prepared to acquire Mercator for $2.17 per common share, a
40% premium over the closing stock price on March 28, 2003.
ABOUT SSH
Strategic Software Holdings is an investment firm that makes equity investments
and executes buyouts on behalf of itself and its investors. Based in Westport,
Connecticut, the firm draws on the partners' extensive knowledge of all aspects
of the enterprise software industry to execute high value strategic transactions
and to achieve substantial risk adjusted returns for shareholders and portfolio
companies. SSH makes equity investments for long-term appreciation, either
through a controlling ownership of a company or by taking strategic minority
ownership interests. SSH co-invests a significant portion of its capital in its
investments and shares the risks of ownership with its investors.
SSH filed with the Securities and Exchange Commission a preliminary proxy
statement relating to the solicitation of proxies with respect to the 2003
Mercator annual meeting of stockholders. SSH will file with the Commission, and
will furnish to Mercator's stockholders, a definitive proxy statement and may
file other proxy solicitation materials. Investors and security holders are
urged to read the proxy statement and any other proxy solicitation materials
(when they become available) because they will contain important information.
Investors and security holders may obtain a free copy of the preliminary proxy
statement and the definitive proxy statement (when it is available) and other
documents filed by SSH with the Commission at the Commission's website at
http://www.sec.gov/. You may also access a copy of SSH's preliminary proxy
statement and definitive proxy statement (when it is available) by accessing
http://www.savemercator.com. In addition, you may obtain a free copy of the
definitive proxy statement (when it is available) by contacting Innisfree M&A
Incorporated toll free at (888) 750-5834 (banks and brokers call collect at
(212) 750-5833).
Detailed information regarding the names, affiliations and interests of
individuals who may be deemed participants in the solicitation of proxies of
Mercator stockholders is available in the preliminary proxy statement filed by
SSH with the Commission on Schedule 14A.
Some of the statements contained in this release may constitute "forward-looking
statements," which for this purpose, includes all statements that are not of
historical facts. The actual future financial performance of Mercator could
differ materially from those anticipated by these forward-looking statements.
There can be no assurance that SSH or its nominees will succeed in their efforts
to turn Mercator around.
Contacts:
Media: Brunswick Lekha Rao / Wendel Carson - 212-333-3810
Investors: Innisfree Arthur Crozier / Peter Walsh - 212-750-5833