Merger Creates Global Leader in Corporate e-Learning
Nashua, NH and Redwood City, CA - September 6, 2002 - SkillSoft Corporation (Nasdaq: SKIL) and SmartForce (Nasdaq: SMTF) today announced the closing of the merger of the two companies. The combined company will be a leading provider of e-Learning solutions to the Global 5000. Shareholders of both companies overwhelmingly approved the merger on Friday, September 6, 2002. SmartForce’s American Depositary Shares, which were issued to former SkillSoft stockholders in the merger, will continue to trade on the Nasdaq National Market, and the ticker symbol SKILD will be used for a limited period of time before becoming SKIL. SmartForce intends to do business under the operating name of SkillSoft. The company will pursue legally changing its official name to SkillSoft in the near future.
The new combined SkillSoft is a global leader in corporate e-Learning and brings together SmartForce’s leading portfolio of IT e-Learning content with SkillSoft's extensive suite of business skills e-Learning courseware, as well as its IT and business referenceware libraries. SkillSoft’s content offerings include over 5,000 courseware/simulation titles and over 2,500 digitized books, including content in 15 different languages. With the requisite critical mass and scale to offer global solutions, the Company is positioned to address a comprehensive range of training needs for all functional areas of its customers' organizations. Further, the combined company has one of the most extensive sales and support organizations in the marketplace, capable of offering the implementation expertise and experience required for business success.
"This merger represents the best strategic move for both SkillSoft and SmartForce, and it is the strategy that is most likely to deliver increased value to our respective shareholders," said Greg Priest, SkillSoft’s Chairman. "We are confident that the combined company, SkillSoft, will increase our competitive advantage in products, sales distribution and sales support, while enhancing our relationships with customers and partners."
"The business combination supports our overall strategy to deliver the most comprehensive and highest quality content-focused learning solutions on the market. The merger positions us to streamline our business and leverage opportunities for cost-efficiency, and at the same time increase the service we can bring to our Global 5000 customers," commented Chuck Moran, the President and Chief Executive Officer of SkillSoft. "The beauty of this merger is that it brings together two companies, each with strong offerings targeted to different needs in our target corporate customers. By combining these complementary offerings, we can provide customers with a broad range of IT and business courseware and referenceware that meets the diverse learning needs of any organization. Conversations with our customers over the last weeks indicate they recognize and welcome this value."
Headquarters: Corporate headquarters of the combined Company will be in Dublin, Ireland; North American headquarters and executive offices will be in Nashua, New Hampshire.
Fiscal year-end: January 31st
SkillSoft is a leading provider of e-learning courseware and referenceware for business and IT professionals. SkillSoft products and services are designed to accelerate the ability of today’s workforce to master the business and technology skills required for competitive success. The company currently has more than 2,800 corporate customers worldwide and more than 4.5 million licensed users.
SkillSoft focuses on meeting the comprehensive business skills and information technology learning needs of professionals in Global 5000 organizations through a comprehensive range of content-focused, e-learning solutions, including:
Business Skills Library: More than 1,600 courseware and simulation titles encompassing professional effectiveness, management/leadership, project management, sales & customer-facing skills, business strategy/operations, finance, human resources, safety/health and financial services industry. Courses feature strong visual design; a focus on instructional objectives at the application and analysis levels; learner interactivity and reinforcement through RolePlays, SkillSimulations, and case studies; and pre- and post-course assessments with prescriptive learning capabilities.
IT Skills and Certification Library: More than 2,800 course titles encompassing software development, operating systems and server technologies, Internet and network technologies, enterprise database systems, web design, and desktop computer skills. The IT library also supports more than 40 certification programs.
ITPro and Business Pro Referenceware: More than 2,500 unabridged IT and business books and reports are available to online subscribers through SkillSoft’s subsidiary, Books24x7. A unique, patent-pending search engine gives subscribers the ability to perform multi-level searches.
SkillSoft customers include organizations such as: First Union, Clarica (Canada), Ernst & Young, Fluor Corporation, Verizon, U.S. Army, Deloitte Consulting, Raytheon, IBM, Internal Revenue Service, Lockheed Martin, Microsoft, Army National Guard, Dell Computers, Qwest, Department of Transportation, NEC America, British Telecom and Wells Fargo.
For more information, visit www.skillsoft.com
SKILLSOFT COMPANY CONTACT:
Chief Financial Officer
(603) 324-3000, x232
SMARTFORCE COMPANY CONTACT:
Director of Investor Relations, SmartForce
This release includes information that constitutes forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements involve risk and uncertainties that could cause actual results to differ materially from any future results encompassed within the forward-looking statements. Factors that could cause or contribute to such differences include difficulties in integrating the organizations of SmartForce and SkillSoft, competitive pressures, changes in customer demands or industry standards, adverse economic conditions, loss of key personnel, litigation and other matters disclosed under the heading "Risk Factors" in the SmartForce’s most recent Quarterly Report on Form 10-Q and its proxy statement/prospectus dated August 5, 2002, each as filed with the Securities and Exchange Commission. The forward-looking information provided in this press release represents the company's estimates as of September 6, 2002. We anticipate that subsequent events and developments will cause the company's estimates to change. However, while the company may elect to update this forward-looking financial information at some point in the future, the company specifically disclaims any obligation to do so. This forward-looking information should not be relied upon as representing the company's estimates of its future financial performance as of any date subsequent to the date of this release.