Actuate amends, extends offer to purchase up to $60 million of stock

By Jennifer Chiou

New York, Dec. 4 - Actuate Corp. said it amended and prolonged its previously announced modified Dutch auction tender offer to purchase for cash up to a maximum of $60 million of its common stock.

The offer now expires at midnight ET on Dec. 18, extended from Dec. 8 and before that on Dec. 5. It began on Nov. 5.

Actuate said it will now purchase the stock at a price per share not less than $3.00 and not greater than $3.50. Previously, it was offering not less than $2.20 and not greater than $2.60. Before that, it was offering not less than $3.15 and not greater than $3.40.

The company said it amended the offer due to investor feedback as well as receipt of an unsolicited proposal from a third party to purchase all of its stock at $3.50 per share. Actuate noted that its board has reviewed the proposal and said it is not in the best interest of stockholders.

As already noted, the maximum number of shares proposed to be purchased in the offer is approximately 31.29% of Actuate's currently outstanding common stock.

The offer will be funded with $60 million of cash, of which about $30 million will be from the net proceeds of a credit facility and about $30 million will be from cash on hand.

Previous tenders are no longer valid.

It was previously reported that Actuate entered into an agreement with Wells Fargo Foothill, LLC, part of Wells Fargo & Co., that provides a revolving line of credit in the principal amount of up to $50 million.

Dealer manager for the offer is Jefferies & Co., Inc. Computershare, Inc. is the depositary.

Information agent is D.F. King & Co., Inc.

Actuate provides software and services for business intelligence, performance management and reporting applications. The company is based in San Mateo, Calif.

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