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February 16, 1988

TANDEM COMPUTERS MAKES $260m AGREED BID FOR UNGERMANN-BASS INC

By CBR Staff Writer

Ungermann-Bass UK called a press conference for yesterday to describe a new local area network product – and instead found itself announcing that its Santa Clara, California parent had agreed to be acquired by Tandem Computers Inc, Cupertino. Tandem is offering $260m all told – $12.50 a share for the common stock and $833.34 for the $1,000 face amount 6.875 convertible subordinated debentures. The bid is conditional on Tandem getting 50% acceptances. In November, Digital Communications Associates, Alpharetta, Georgia, made a hostile $9.50 a share tender offer for Ungermann-Bass, but withdrew the offer after failing to get the company’s support, or much response from its shareholders. Under the agreement, Ralph Ungermann will remain chairman, president and chief executive of the company, which will operate as a Tandem subsidiary; he will also become a Tandem vice-president and join the board. Ungermann-Bass reported net of $6.9m on sales of $143m for the year to January 2. Tandem says it wants the company because a growing number of its users are implementing local networks to their transaction processing systems, and Ungermann’s products are complementary to its own. Last month, Tandem increased its stake in Integrated Technology Inc, Plano, Texas to a majority from 24.5% (CI No 855): Integrated integrates systems for phone companies and has a signalling controller for exchanges that interfaces to Tandem minis (CI No 372). Separately, Ungermann-Bass announced Access/One as the first network delivery system to support both Ethernet and Token Ring access methods on twisted pair wiringin the UK. Designed to prov ide a standardised platform for integrating different networking systems within large companies, the system has already been announced in the US and on the continent; UK prices will start at UKP270 to UKP280.

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