Fundtech: S1 merger agreement still in force

S1 Corporation: S1 continues to be bound by the terms of the merger agreement with Fundtech.

"The merger agreement with S1 remains in effect," said Fundtech Ltd. (Nasdaq: FNDT; TASE: FNDT) today in response to yesterday's announcement by ACI Worldwide Inc. (Nasdaq: ACIW) of its unsolicited offer to acquire S1 Corporation (Nasdaq: SONE) at $9.50 per share for $540 million. Fundtech cautioned, however, "The merger with S1 is subject to the satisfaction of closing conditions, including the receipt of shareholder approvals and regulatory approvals and court approval in Israel. There can be no assurances that the closing conditions will be satisfied."

Fundtech concluded, "Fundtech does not intend to make any additional comments regarding this matter unless and until it is obligated to do so under law or other applicable requirements."

S1 today announced, "S1 continues to be bound by the terms of the merger agreement with Fundtech. S1's board of directors will review the terms of the proposal submitted by ACI in a manner consistent with its obligations under the merger agreement with Fundtech and applicable Delaware law."

Nochi Dankner-controlled IDB Holding Corp. Ltd. (TASE:IDBH) holding company Clal Industries and Investments Ltd. (TASE: CII) owns 58.6% of Fundtech.

Fundtech's share price fell 7% in early trading yesterday on Nasdaq in response to ACI's announcement, but later partly recovered to close down 1.9%. The share price fell 0.5% in early trading on Nasdaq today to $18.70, giving a market cap of $295 million, after rising 5.4% on the TASE to NIS 63.65.

In Fundtech's merger agreement with S1, Fundtech shareholders will receive 2.72 S1 shares for each Fundtech share, amounting to $20.51 at S1's share price at the date of the announcement.

S1's share price jumped 30% following ACI's announcement to $9.26, which means that Fundtech's shareholders should benefit, receiving $25.19, if the merger with S1 is closed, although more developments are likely.

Published by Globes [online], Israel business news - www.globes-online.com - on July 27, 2011

© Copyright of Globes Publisher Itonut (1983) Ltd. 2011

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