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Published on 3/5/2007 in the Prospect News Special Situations Daily.

Manatron investor proposes acquiring company for $10.00 per share

By Lisa Kerner

Charlotte, N.C., March 5 - Manatron Inc. investor Constellation Software Inc. proposed acquiring the company for $10.00 per share, up from the $9.00 per share it proposed in December, according to a schedule 13D filed with the Securities and Exchange Commission.

"This proposal is not binding on Constellation Software Inc. at this time but is extended in sincerity to advance a combination which we believe is in the best interests of the shareholders of both companies," Constellations chief financial officer Barry Symons wrote in a Feb. 28 letter to Manatron chairman and chief executive officer Paul Sylvester included as part of the SEC filing.

The proposal is conditioned upon several factors, including more detailed discussions with Manatron's board by March 19 and an approved definitive agreement.

Constellation beneficially owns 278,550 shares, or 5.45%, of the Portage, Mich., tax billing software development company.

Manatron's stock (Nasdaq: MANA) closed at $8.45 on March 2.


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