London and Palo Alto â January 20, 2004 â Reuters Group PLC (LSE: RTR.L; NASDAQ: RTRSY) and TIBCO Software Inc. (NASDAQ: TIBX) today announced that Reuters plans to offer 40 million shares of the TIBCO common stock it holds in a public offering. Reuters also intends to grant the offering syndicate a 30-day option to purchase 6 million additional shares to cover over-allotments, if any. The offering is being made under a shelf registration statement covering an aggregate of 60 million shares, which provides the flexibility to further increase the size of the offering if so desired. TIBCO will not receive any of the net proceeds from the offering. Upon completion of the offering, TIBCO will repurchase $115 million of its common stock directly from Reuters at the same price per share as the offering, under its previously announced repurchase agreement. Reuters currently holds approximately 103 million shares, or around 49% of TIBCOâs issued and outstanding common stock.
The offering is being made through a syndicate led by Goldman, Sachs & Co., as the sole book-runner and lead manager. Banc of America Securities LLC, Bear, Stearns & Co., Inc., Citigroup, SG Cowen and Thomas Weisel Partners LLC are serving as co-managers for the offering. A preliminary prospectus supplement related to the offering will be filed with the Securities and Exchange Commission and will be available on the SECâs website. Printed copies of the preliminary prospectus supplement relating to the offering may also be obtained, when available, from Goldman, Sachs & Co., Attn: Prospectus Department, 85 Broad Street, New York, New York 10004.