Creo Closes ScenicSoft Acquisition.Business Editors VANCOUVER, British Columbia--(BUSINESS WIRE)--Oct. 24, 2002 Creo Inc. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :CREO)(TSX TSX Toronto Stock Exchange (TSE before April, 2002) TSX Transfer from Stack Pointer to Index TSX True Space Extension :CRE CRE Commercial Real Estate CRE Corporate Real Estate CRE Commission for Racial Equality (Scotland) CRE CCD (Charge Coupled Device) and Readout Electronics CRE Camp Response Element ) today completed its previously announced acquisition of ScenicSoft, Inc., a privately held company privately held company A firm whose shares are held within a relatively small circle of owners and are not traded publicly. located near Seattle, WA. ScenicSoft develops and markets software for the publishing and printing industries, and is a pioneer in developing digital prepress solutions. Creo has acquired all of the issued and outstanding shares of ScenicSoft for approximately US$9.5 million in a combination of cash, convertible notes and an assumption of liabilities. ScenicSoft will become a wholly-owned subsidiary of Creo Inc. The acquisition is expected to be accretive to Creo's adjusted earnings per share in its first year of operations. "ScenicSoft's production planning Production planning The function of a manufacturing enterprise responsible for the efficient planning, scheduling, and coordination of all production activities. software is a natural complement to Creo's range of products. Preps(R), the industry's leading page imposition software, is already an important element in Creo workflow systems sold today," stated Amos Michelson, chief executive officer of Creo. "The integration of the Pandora(R) application into the Creo family of packaging workflow solutions reinforces our commitment to become the leading supplier of prepress systems for packaging printers. The UpFront(R) product will allow us to automate print production at every stage of prepress, press, and postpress. With these innovative new products, the Networked Graphic Production initiative from Creo will deliver even more value as printers' operations become increasingly automated." In addition to its headquarters in Lynnwood, WA near Seattle, ScenicSoft operates a development and support center in Turnhout, Belgium. Both facilities will continue operations under Creo. In an effort to optimize the existing Creo infrastructure, some consolidation - mostly associated with the Lynnwood office - will occur over the next three to six months. "Customers will continue to receive the high level of support they have previously enjoyed for Preps and other ScenicSoft products. We expect the alignment of the two organizations to be fast and efficient, aided by the companies' long, successful history together," stated Bob Kutschke, director of the Creo production planning software group and responsible for the ongoing success of the ScenicSoft product line. "In addition to our geographic proximity, the similarity of our cultures and operating principles will support a smooth integration. We look forward to bringing the two teams together and enhancing the success of the full range of production planning products." ScenicSoft shareholders unanimously approved the proposed transaction at its shareholders meeting of September 23, 2002. Of the aggregate US$9.5 million to be paid by Creo, US$4.0 million is payable by Creo one year after the close of the transaction and is represented by unsecured, non-interest bearing, convertible promissory notes promissory note, unconditional written promise to pay a certain sum of money at a definite time to bearer or to a specified person on his order. Promissory notes are generally used as evidence of debt. of Creo. Creo may convert these notes into common shares at an average closing price of Creo common shares for the ten days prior to the one-year anniversary of the closing of the transaction. Images and Backgrounder back·ground·er n. An informal news briefing for reporters by an official often speaking off the record. Noun 1. backgrounder available. About Creo Creo is a world leader in solutions for the graphic arts graphic arts: see aquatint; drawing; drypoint; engraving; etching; illustration; linoleum block printing; lithography; mezzotint; niello; pastel; poster; silk-screen printing; silhouette; silverpoint; sketch; stencil; woodcut and wood engraving. industry. Core product lines include image capture systems; inkjet proofers; thermal imaging devices for films, plates and proofs; professional color and copydot scanning systems; and workflow management software. Creo is also an Original Equipment Manufacture supplier of on-press imaging technology, components for digital presses, and color servers for high-speed, print-on-demand digital printers. Creo trades under the symbols CREO on NASDAQ and CRE on the Toronto Stock Exchange Toronto Stock Exchange (TSE) Canada's largest stock exchange, trading approximately 1,200 company stocks and 33 options. . www.creo.com (C) 2002 Creo Inc. The Creo product names mentioned in this document are trademarks or service marks of Creo Inc. and may be registered in certain jurisdictions. Other company and brand, product and service names are for identification purposes only and may be trademarks or registered trademarks of their respective holders. Data is subject to change without notice. This release contains forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. within the meaning of the "safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. " provisions of the U.S. Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. These statements are based on management's current expectations and beliefs and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties are described under the caption "Information Regarding Forward-looking Statements" and elsewhere in our Annual Report for the fiscal year ended September 30, 2001, as filed with the U.S. Securities and Exchange Commission and which are incorporated herein by reference. We do not assume any obligation to update the forward-looking information contained in this press release. |
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