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UNISYS CORP IN AGREED $325m SHARE SWAP BID FOR TIMEPLEX

The two parts of Unisys Corp have now finished digesting each other and the combination is ready to start making acquisitions. Its first move is an agreed bid for data communications equipment specialist Timeplex Inc, for which it is offering one of its own shares for each of the 10m Timeplex out, valuing the Woodcliff Lake, New Jersey company at about $325m at close of business Friday, rather less by 11am New York time yesterday, when the market was off 50 points. The price represents a handsome premium over the pre-announcement Timeplex price of $26.75. The bid is subject to Timeplex shareholder approval and to government assents, but otherwise Unisys is pretty much home and dry: chairman Edward Botwinick has given the company first refusal on his 1.8 shares and Unisys has also been granted an option on 1.8m new shares, which if exercised giving it 19.5% of the expanded equity before it acquired any outside shares. Timeplex makes multiplexers, modems, network managers, and T-1 resource managers and in September agreed to acquire high-speed X25 packet switch manufacturer Cygnus Computer Corp of Richardson, Texas (CI No 765). Unisys plans a new Unisys Networks subsidiary to hold Timeplex and to work on image handling as well as voice and data handling. It has also signed Timeplex to a joint technology and marketing agreement providing for possible development and production of a network management system for Unisys communications systems. It says Timeplex products complement its own front-end processors, protocol converters, terminals and communications software. Timeplex did $19.5m net on turnover of $147.2m in the year to June 30. Annual turnover at Unisys Corp is now running at just under $10,000m.

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