Mentor Graphics Corp. completed the acquisition of CADRA product line from SofTech, Inc..
October 18, 2013 at 12:00 am
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Mentor Graphics Corp. (NasdaqGS:MENT) signed a non-binding term sheet to acquire CADRA product line from SofTech, Inc. (OTCPK:SOFT) on March 26, 2013.
Mentor Graphics Corp. (NasdaqGS:MENT) signed an asset purchase agreement to acquire CADRA product line from SofTech, Inc. (OTCPK:SOFT) for $4 million in cash on August 30, 2013. The purchase price includes an initial payment of $3.2 million, $2.88 million of which will be paid at the closing and $0.32 million (representing a 10% holdback) of which will be paid on the one year anniversary of the closing (subject to any indemnification claims), plus potential earn-out payments of up to an additional $0.75 million based on 10% of CADRA revenue generated by Mentor in the three year period following the closing. At the closing, SofTech will enter into a distribution agreement with Mentor to market and support the CADRA technology throughout Europe (except Germany) through its wholly-owned subsidiary in Italy, SofTech Srl. In addition, pursuant to the terms of the distribution agreement, for a period of one year from the closing, SofTech will be the account representative for Sikorsky Aircraft, the largest CADRA user in the United States.
The SofTech Board of Directors unanimously approved the transaction and recommends that the company's stockholders vote in favor of the asset sale. The transaction is not subject to any financing condition. The deal is subject to SofTech stockholder approval and other customary closing conditions and terms including a holdback of a portion of the purchase price to secure any indemnification claims arising under the asset purchase agreement, consent of Prides Capital being obtained and transfer of license for automated dimensioning patents from Acacia Research Group. The deal is expected to occur on October 10, 2013. The sale proceeds will be used to resolve SofTech's outstanding liabilities to third parties related to the business.
As per the announcement on September 30, 2013, SofTech, Inc. will hold a special meeting of its stockholders on October 9, 2013 to consider and vote upon the previously announced proposal regarding the transaction. On September 30, 2013, a definitive proxy statement relating to the proposed sale was filed with the Securities and Exchange Commission (“SEC”) and proxy materials were mailed to shareholders that are entitled to vote. The transaction has been approved by shareholders of SofTech on October 9, 2013.
Mentor Graphics Corp. (NasdaqGS:MENT) completed the acquisition of CADRA product line from SofTech, Inc. (OTCPK:SOFT) on October 18, 2013.
SofTech, Inc. is engaged in the development, marketing, distribution and support of computer software solutions that enable companies to manage the lifecycle of their products from conception through design and manufacture, to service and disposal. The Company's service offerings include consulting, training and discrete engineering services. These solutions include software technology offerings for computer aided design (CAD), and product data management (PDM) and collaboration technologies. In addition, the Company offers a technology platform that allows data exchange between various third party technology offerings known as the Company's connector offering. The Company's products include ProductCenter, Connector Platform, HomeView and CADRA. The Company operates in the United States and Europe and has sales and customer support offices in the United States and Italy. The Company also operates through re-sellers in North America, Europe and Asia.
SOFTECH, INC. 
