Lexmark Commences Tender Offer for All Outstanding Shares of ReadSoft

LEXINGTON, Ky., May 6, 2014 — Lexmark International, Inc. today announced the commencement of a cash tender offer for all of the outstanding shares of Sweden-based ReadSoft. With the addition of ReadSoft, Perceptive Software will significantly grow its software presence with additional document process automation capabilities and the expansion of its footprint in Europe.

The offer is $6.11 in cash for each Series A and Series B share of ReadSoft for a price of approximately $182 million, net of cash acquired. ReadSoft’s Board of Directors has unanimously recommended in favor of Lexmark’s tender offer, and it is also supported by ReadSoft’s two largest shareholders. 

Upon successful completion of the tender offer, ReadSoft will be combined with Lexmark’s Perceptive Software. With the addition of ReadSoft, Perceptive Software will significantly grow its software presence with additional document process automation capabilities and the expansion of its footprint in Europe.

ReadSoft’s technology and market presence will also complement Lexmark’s Perceptive Software, strengthening its position as a leading provider of intelligent data capture software solutions for back office processes.

ReadSoft is a leading global provider of software solutions that automate business processes, both on premise and in the cloud. Its software captures, classifies, sorts and routes both hard copy and digital business documents, provides approval workflows, and automatically extracts and verifies relevant data before depositing it into a customer’s systems of record.   

ReadSoft is recognized in the industry for its strong integrations with leading ERP systems such as SAP and Oracle, for applications that include invoice processing, accounts payable automation and sales order processing. Its software also automates a wide variety of business processes that include claims, applications, and questionnaire processing across a number of targeted industry segments.

ReadSoft has over 12,000 customers worldwide, operates in 70 countries and has more than 350 channel partners. ReadSoft also has many enterprise customers diversified across multiple industries, including manufacturing, retail, banking and insurance, and the public sector. Well-known enterprise customers include BASF, Siemens, Bosch, HSBC Bank, ING, Lego and John Deere.  

ReadSoft was founded in 1991 and has approximately 625 employees. The company is headquartered in Helsingborg, Sweden. Its full year 2013 revenue was approximately $1172 million.

Completion of the tender offer is contingent upon acceptance by ReadSoft shareholders representing more than 90 percent of the total number of outstanding shares of ReadSoft, applicable regulatory clearances and other customary closing conditions. The tender offer is expected to close in the second quarter of 2014.

This tender offer for the shares of ReadSoft demonstrates the consistent execution of Lexmark’s capital allocation framework, which is to pursue acquisitions that strengthen and support the growth of Lexmark solutions capabilities, while returning more than 50 percent of free cash flow to shareholders, on average, through quarterly dividends and share repurchases. Since the first quarter of 2011, Lexmark has returned to shareholders $733 million in the form of dividends and share repurchases.