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Pumatech, Inc. to Acquire Synchrologic, Inc. in Transaction Designed to Cement Company's Position as Leading SYNC Provider.


Business Editors/High-Tech Writers

SAN JOSE San Jose, city, United States
San Jose (sănəzā`, săn hōzā`), city (1990 pop. 782,248), seat of Santa Clara co., W central Calif.; founded 1777, inc. 1850.
, Calif.--(BUSINESS WIRE)--Sept. 15, 2003

Transaction, Valued At Approximately $60 Million,

Is Expected To Close By End Of Calendar 2003

Pumatech, Inc. (Nasdaq:PUMA) today announced that it has entered into a definitive agreement to acquire Synchrologic, Inc. in a transaction designed to cement Pumatech as the leading provider of synchronization (1) See synchronous and synchronous transmission.

(2) Ensuring that two sets of data are always the same. See data synchronization.

(3) Keeping time-of-day clocks in two devices set to the same time. See NTP.
 solutions to the enterprise, technology licensing and consumer markets. Valued at approximately $60 million, the transaction is expected to generate operational savings and positive cash flow for Pumatech.

"We believe our 12-month mission to reassert reassert
Verb

1. to state or declare again

2. reassert oneself to become significant or noticeable again: reality had reasserted itself

Verb 1.
 our leadership in the sync market is nearing completion with the acquisition of Synchrologic," said Woodson (Woody Woody

Slang to describe when the market has a strong and quick upward movement.

Notes:
For example, you'll hear "the market has a woody," when the market is performing well... seriously, we don't make this stuff up.
) Hobbs, president and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board.  of Pumatech. "We expect to be able to provide our customers with an important technology platform intended to expand the role of synchronization for mobile users and enterprise applications. We believe Synchrologic has a strong enterprise mobile solution and that Pumatech has the resources to exploit it. We also believe the technology from both companies, combined with Pumatech's broad distribution channels, will create a new and lasting de facto standard Hardware or software that is widely used, but not endorsed by a standards organization. Contrast with de jure standard.

de facto standard - A widespread consensus on a particular product or protocol which has not been ratified by any official standards body, such as ISO,
 for the deployment and utilization of this important technology. We look forward to integrating our respective companies to meet our customers' needs, and to welcoming members of the Synchrologic customer and employee family to Pumatech."

Synchrologic's product line provides mobile access to enterprise applications, email and PIM (1) (Protocol Independent Multicast) A multicast routing protocol endorsed by the IETF. Used in conjunction with an existing unicast routing protocol, it comes in two flavors: Dense Mode (PIM-DM) is used when recipients in the target group are in a concentrated  data, file content, intranet sites, and Web content, while giving IT the tools to remotely manage mobile devices. Pumatech will maintain and enhance Synchrologic's Mobile Suite platform, which will form the cornerstone of Pumatech's server-based enterprise synchronization offering. Pumatech believes the acquisition of Synchrologic will enhance Pumatech's enterprise offerings, while also serving to bolster This article is about the pillow called a bolster. For other meanings of the word "bolster", see bolster (disambiguation).

A bolster (etymology: Middle English, derived from Old English, and before that the Germanic word bulgstraz
 the Company's position, patent portfolio and technology leadership in the synchronization and mobile infrastructure software arenas. Pumatech currently holds 53 issued technology patents, 26 pending patents, has agreements with more than 200 technology licensees, a presence in virtually all of the Fortune 1000, and the leading retail position among synchronization software products.

"We believe Synchrologic's employees, customers and partners will all derive significant benefits from this acquisition," explained Said Mohammadioun, CEO and chairman of Synchrologic. "By combining Synchrologic's products and customers with Pumatech's extensive product portfolio and widespread customer reach, we believe we've created an industry-leading organization that gives corporations the tools to provide mobile workers with access to mission-critical information from any mobile device."

The acquisition has been approved by the boards of directors of both companies. Completion of the transaction is subject to approval by Pumatech's and Synchrologic's shareholders, as well as customary regulatory approvals and other typical post-signing conditions. Pumatech and Synchrologic anticipate completion of the transaction by the end of the calendar year.

A licensing agreement signed by both companies will enable Pumatech to immediately begin marketing and selling Synchrologic's Mobile Suite platform as Pumatech's server-based synchronization solution for enterprise customers.

The acquisition of Synchrologic comes on the heels of Pumatech's acquisition of Starfish Software Starfish was founded in 1994 by Philippe Kahn, best known for his invention of the camera phone and his most recent company Fullpower Technologies. The founding vision of Starfish was global synchronization and integration of wireless and wireline devices, which translated with the , and the acquisition of the assets of both Loudfire, Inc. and Spontaneous Technology, Inc. (SponTec), a transaction expected to close shortly. Following successful completion of the transactions and the integration of these assets, Pumatech's product family will comprise Intellisync technology for desktop-based synchronization, Synchrologic technology for server-based synchronization and device management, TrueSync (Starfish) server-based technology for the carrier market, Loudfire technology for real-time remote information access, and SponTec technology for secure VPN (Virtual Private Network) A private network that is configured within a public network (a carrier's network or the Internet) in order to take advantage of the economies of scale and management facilities of large networks.  solutions. Pumatech's Satellite Forms(R) MobileApp Designer software will continue to provide a platform for rapid development of custom mobile applications.

Synchrologic is privately held, with headquarters in Atlanta, Ga., and European offices in London and Milan. The company's mobile software extends enterprise email and applications, automates the delivery of documents and Web sites, delivers relevant travel information for mobile professionals, and provides mobile systems management tools -- for laptops, handhelds and smart phones. Synchrologic's key revenue-generating customers and partners include 3M, Accenture, Citicorp, Domino's, J.D. Edwards (J.D. Edwards & Company, Denver, CO, www.jdedwards.com) A developer of multinational, integrated enterprise software for distribution, finance, human resources, manufacturing and supply chain management. , Nintendo, Microsoft, NEC (NEC Corporation, Tokyo, www.nec.com, www.necus.com) An electronics conglomerate known in the U.S. for its monitors. In Japan, it had the lion's share of the PC market until the late 1990s (see PC 98).

NEC was founded in Tokyo in 1899 as Nippon Electric Company, Ltd.
, Pfizer, T-Mobile and Verizon Wireless Cellco Partnership, doing business as Verizon Wireless, owns and operates the second largest wireless telecommunications network in the United States, based on total wireless customers. . For the 12-month period ending June 30, 2003, Synchrologic has informed Pumatech that it posted unaudited revenues of $11.8 million -- a 38 percent increase over the prior 12-month period. Synchrologic's 2003 fiscal year ends on Dec. 31, 2003.

Pumatech plans to maintain a sharp customer focus throughout its integration with Synchrologic. "We are committed to the convergence of existing Pumatech and Synchrologic products and services -- and to providing unparalleled customer service and support," explained Pumatech's Senior Vice President of Sales and Marketing Clyde Foster. "Following the integration of Pumatech and Synchrologic products and services, we intend to offer a migration plan that provides a smooth transition for customers of both Synchrologic and Pumatech."

The acquisition of Synchrologic by Pumatech is in part the result of settlement discussions that began after Pumatech filed a patent-infringement suit against Synchrologic in January 2003, alleging Synchrologic's products infringe in·fringe  
v. in·fringed, in·fring·ing, in·fring·es

v.tr.
1. To transgress or exceed the limits of; violate: infringe a contract; infringe a patent.

2.
 six of Pumatech's synchronization-related patents. The definitive agreement will result in a dismissal of the litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute.

When a person begins a civil lawsuit, the person enters into a process called litigation.
 with Synchrologic, but is not expected to affect Pumatech's continued defense of its intellectual property or its ongoing litigation with Extended Systems, Inc.

ABOUT SYNCHROLOGIC

Synchrologic's mobile infrastructure solutions create competitive advantage by increasing mobile worker productivity and decreasing total cost of ownership of mobile devices. The company's product line mobilizes enterprise email and applications, automates the delivery of documents and Web sites, and provides mobile systems management tools -- for laptops, tablets, handhelds, and smart phones. Key customers and partners include 3M, Accenture, Citicorp, Domino's, Hertz hertz (hûrts) [for Heinrich R. Hertz], abbr. Hz, unit of frequency, equal to 1 cycle per second. The term is combined with metric prefixes to denote multiple units such as the kilohertz (1,000 Hz), megahertz (1,000,000 Hz), and gigahertz , Nintendo, Microsoft, NEC, Pfizer, Symbian, T-Mobile and Verizon Wireless. The company is privately held with headquarters in Atlanta, Ga., and European offices in London and Milan. For more information, please visit www.synchrologic.com.

ABOUT PUMATECH

Pumatech, Inc. (Nasdaq:PUMA) provides organizations with a comprehensive suite of software products and services that synchronizes and distributes critical information throughout the enterprise. Organizations can choose to use Pumatech's ready-made enterprise offerings, or they can leverage Pumatech's professional services (job) professional services - A department of a supplier providing consultancy and programming manpower for the supplier's products.  team to create custom solutions built upon Pumatech's core enterprise platform. Pumatech's customer and strategic partner base includes Global 2000 companies such as Microsoft, Oracle, PeopleSoft, America Online See AOL. , Yahoo!, NTT DoCoMo (NTT Mobile Communications Network, Inc., Japan) Founded in 1991, NTT DoCoMo is a spinoff of Japan's NTT (Nippon Telegraph and Telephone Corporation) which provides wireless services, including cellular, paging, satellite and maritime and in-flight telephone services. , Eastman Kodak and IBM (International Business Machines Corporation, Armonk, NY, www.ibm.com) The world's largest computer company. IBM's product lines include the S/390 mainframes (zSeries), AS/400 midrange business systems (iSeries), RS/6000 workstations and servers (pSeries), Intel-based servers (xSeries) . The Company has headquarters in Silicon Valley and offices in Amsterdam, Munich, Tokyo and London. Pumatech offers more information on its products and services at www.pumatech.com.

The 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.
 above in this news release, including statements related to benefits from the product offerings and customer relationships, the ability to address complex synchronization challenges, operational savings and cash flows as a result of the acquisition, the timing or ability to reach profitability, and the benefits of new business partnerships and products, are based on current expectations and beliefs and are subject to numerous risks and uncertainties that could cause actual results to differ materially. Factors that could cause actual results to differ materially include uncertainties related to the effect of continued weakness of general economic factors on the overall demand for our products and services, the timing of market adoption and movement toward data synchronization Keeping data in two or more computers up-to-date so that each repository contains the identical information. Data in handheld devices and laptops often require synchronization with the data in a desktop machine or server.  and integration solutions, margin erosion, market shrinkage Shrinkage

The amount by which inventory on hand is shorter than the amount of inventory recorded.

Notes:
The missing inventory could be due to theft, damage, or book keeping errors.
, economic uncertainty related to terrorism and conflict in the Middle East, market acceptance of the acquisition, the possibility that the transaction may be delayed in its completion or fail to be completed, continued diligence of Synchrologic's technology and financial position, the need to obtain Pumatech and Synchrologic shareholder consent for the transaction, the need to obtain regulatory and other third-party consents for the transaction, the ability to integrate Synchrologic technologies and businesses with those obtained in other recent acquisitions by Pumatech, the ability to integrate the technologies and businesses obtained in recent acquisitions by Pumatech with Pumatech's current technologies and businesses, risks associated with ongoing litigation involving Pumatech's intellectual property, the ability to retain key employees of Synchrologic, the ability to leverage the acquisition to address synchronization challenges, timely introduction, availability and acceptance of new products, the impact of competitive products and pricing, consummation CONSUMMATION. The completion of a thing; as the consummation of marriage; (q.v.) the consummation of a contract, and the like.
     2. A contract is said to be consummated, when everything to be done in relation to it, has been accomplished.
 of binding agreements with prospective business partners, as well as additional risk factors, as discussed in the "Risk Factors" section of Pumatech's Annual Report on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 for the year ended July 31, 2002 and Pumatech's quarterly reports filed from time to time with the U.S. Securities and Exchange Commission. Pumatech disclaims any obligation to update any forward-looking statements as a result of developments occurring after the date of this press release.

In connection with the proposed transaction, Pumatech will file a registration statement on Form S-4, including a proxy statement/prospectus, with the Securities and Exchange Commission. Investors and security holders are advised to read the registration statement, including the proxy statement/prospectus when they become available because they will contain important information about the proposed merger. Investors and security holders may obtain a free copy of the registration statement and the proxy statement/prospectus (when available) and other documents filed by Pumatech with the Securities and Exchange Commission at the Securities and Exchange Commission's web site at http://www.sec.gov. Free copies of the registration statement (when available) and other documents filed by Pumatech with the Securities and Exchange Commission may also be obtained from Pumatech by directing a request to Pumatech, Attention: Richard Mosher A mosher is a person who is crossed between goth/punk/skater they have long hair and listen to music like slipknot and metal music. Some people call them headbangers. At certain music shows they have something called a mosh pit, basically its a fight pit with loads of people bashing each other. , 408-321-7650. Investors and security holders of Pumatech are urged to read the proxy statement/prospectus and the other relevant materials when they become available before making any voting or investment decision with respect to the proposed transaction.

Pumatech and its directors and executive officers may be deemed to be participants in the solicitation solicitation

In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual
 of proxies from Pumatech stockholders in favor of the proposed transaction. These directors and executive officers include Woodson (Woody) Hobbs, Keith Kitchen, John Stossel John F. Stossel (born 6 March 1947) is a consumer reporter, author and co-anchor for the ABC News show 20/20.[1] Stossel practices advocacy journalism, which has resulted in frequent criticism from organizations that disagree with him. , Mehdi Maghsoodnia, Clyde Foster, Michael Clair, Michael Praisner, and Kirsten Berg-Painter. Collectively, as of September 15, 2003, the directors and executive officers of Pumatech may be deemed to beneficially own approximately 8.36 percent of the outstanding shares of Pumatech common stock. Investors and security holders may obtain additional information regarding the interests of the participants by reading the registration statement and proxy statement-prospectus when they become available.

Pumatech, the Pumatech logo and Satellite Forms are trademarks of Pumatech, Inc., that may be registered in certain jurisdictions. All other product and company names may be trademarks of their respective owners.
COPYRIGHT 2003 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2003, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:Sep 15, 2003
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