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Agilent Technologies Signs Agreement to Acquire Scientific Software Inc.PALO ALTO, Calif. & PLEASANTON, Calif. --(Business Wire)-- May 25, 2005 -- Agilent Technologies Inc. (NYSE:A) and privately held Scientific Software Inc. (SSI) today announced they have signed a definitive merger agreement for Agilent to acquire SSI, a leading provider of scientific information management solutions. The transaction is subject to closing conditions. Financial details were not disclosed. The acquisition would bring together Agilent's world-class analytical instrumentation, data systems and services with SSI's strong position in chromatographic data systems and informatics. At closing, Agilent would have one of the largest installed bases of chromatographic data systems, with more than 120,000 installations, and one of the broadest portfolios of laboratory informatics software in the life science and chemical industries. "We believe that our combined product portfolios will enable customers to unify their lab needs with one software application, handling diverse data, applications and instruments from multiple vendors in a single, seamless and secure environment," said Jim Miller, director of software for Agilent's Life Sciences and Chemical Analysis business. "Scientists can collaborate across laboratory operations, linking information from a wide range of instrument platforms and data sources." Miller added that the acquisition would enable Agilent to meet a key strategic objective: to provide a family of software solutions that addresses the complete life cycle of analytical information, from data acquisition to knowledge management and retention. SSI has thousands of customers worldwide and had annual sales of more than $18 million in 2004. Based in Pleasanton, Calif., the company employs about 80 people, most of whom are expected to join Agilent. SSI's key products include: -- OpenLAB, a unique Web-based software framework that brings together a modern chromatography data system with comprehensive Enterprise Content Management and Business Process Management. It provides laboratories with a solution for managing all laboratory instruments, electronic content, and processes integrated into a seamless platform. OpenLAB manages electronic content from a wide variety of instruments and chromatographic data systems. -- EZChrom Elite, one of the most popular chromatography data systems on the market, with more than 60,000 licenses installed and the ability to control more than 290 instruments from 26 vendors. EZChrom Elite is available standalone or integrated into OpenLAB, and can be configured to serve the needs of different target markets, such as chemical, petrochemical, pharmaceutical, environmental and food. -- Enterprise Content Manager (ECM), a software platform that provides a secure, central repository and rich content services that allow organizations to capture, manage, legally sign, archive, and re-use business-critical information. Agilent has been the exclusive distributor of SSI's ECM since July 2004. -- Business Process Manager (BPM), a workflow solution for streamlining, automating and optimizing laboratory business processes while enabling seamless collaboration between people, processes and content. Following the acquisition, Agilent plans to continue development and support of each of these product lines with a commitment to open systems, industry standards, and interoperability with other instrument hardware and software providers. Agilent also plans to support and enhance SSI Instrument OEM partnerships. "Our experience working with Agilent during the past year has shown that our two companies have excellent technological synergies," said Soheil Saadat, Ph.D., president and CEO of Scientific Software. "We believe that the combination of Scientific Software's leading-edge software products with Agilent's software, instrumentation and global distribution channels will enable us to deliver world-class products, solutions and services to our customers and partners." More information about the acquisition is available at www.agilent.com/chem/scisw. About Scientific Software Inc. Scientific Software Inc. is a world leader in the development, sale and support of enterprise content management, business process management, and chromatography data system solutions across a wide range of industries including chemical, petroleum, environmental, food, beverage, agriculture and pharmaceutical. Scientific Software Inc. is based in Pleasanton, California. Further information about Scientific Software Inc. and its products is available at www.scisw.com or at 1-800-588-8878. Agilent in Life Sciences and Chemical Analysis Agilent's Life Sciences and Chemical Analysis (LSCA) business is a world-leading provider of instruments, supplies, software and services to the life science and chemical analysis markets. LSCA had net revenue of $1.3 billion in fiscal 2004. Agilent's LSCA business is a global organization with 3,700 employees, five international manufacturing sites, and worldwide sales and support services to 110 countries worldwide. It is a leading provider of microarray, microfluidic, liquid chromatography, gas chromatography, mass spectrometry and informatics-based solutions to pharmaceutical, biotech, academic, government and chemical organizations. About Agilent Technologies Agilent Technologies Inc. (NYSE:A) is the world's premier measurement company and a technology leader in communications, electronics, life sciences and chemical analysis. The company's 28,000 employees serve customers in more than 110 countries. Agilent had net revenue of $7.2 billion in fiscal year 2004. Information about Agilent is available on the Web at www.agilent.com. Forward-Looking Statements This news release contains forward-looking statements as defined in the Securities Exchange Act of 1934 and is subject to the safe harbors created therein. The forward-looking statements contained herein include, but are not limited to, information regarding the completion of Agilent's proposed acquisition of SSI (the "Closing"), Agilent's analytical instrumentation business and installed base of chromatographic systems following the Closing, the combined product portfolio of Agilent and SSI following the Closing, the ability of Agilent to meet certain strategic objectives, the expectation that SSI employees will join Agilent, and Agilent's willingness and ability to develop and support SSI's products following the Closing that involve risks and uncertainties that could cause Agilent's results to differ materially from management's current expectations. Such risks and uncertainties include, but are not limited to risks associated with the ability to effectuate the merger on a timely basis, risks associated with the changing nature of the bioinformatics industry and the rapid development of the life sciences business, risks associated with changes in demand for Agilent's and SSI's products and risks associated with the development generally of Agilent's overall strategic objectives. In addition, other risks that Agilent faces in running its operations include the ability to execute successfully through business cycles while it continues to implement cost reductions; the ability to meet and achieve the benefits of its cost-reduction goals and otherwise successfully adapt its cost structures to continuing changes in business conditions; ongoing competitive, pricing and gross margin pressures; the risk that our cost-cutting initiatives will impair our ability to develop products and remain competitive and to operate effectively; the impact of geopolitical uncertainties on our markets and our ability to conduct business; the ability to improve asset performance to adapt to changes in demand; the ability to successfully introduce new products at the right time, price and mix and other risks detailed in Agilent's filings with the Securities and Exchange Commission, including our Quarterly Report on Form 10-Q for the period ended January 31, 2005. Forward-looking statements are based on the beliefs and assumptions of Agilent's management and on currently available information. Agilent undertakes no responsibility to publicly update or revise any forward-looking statement. NOTE TO EDITORS: Further technology, corporate citizenship and executive news is available on the Agilent news site at www.agilent.com/go/news. |
