Siebel Acquires OnLink Technologies

OnLink's e-commerce software, which provides interactive guidance and tailored recommendations for online customers, will be integrated with Siebel e-Business Applications. Siebel plans to use the combined technology to create a comprehensive e-commerce suite of applications, offering guided and interactive dialogue between Siebel and its customers.

"This type of interactive selling and product configuration is not yet available on most e-commerce Web sites, but Siebel Systems intends to change that, and our acquisition of OnLink is part of that plan," said Thomas Siebel, chairman and CEO of Siebel Systems, in a press statement. "Through this acquisition, Siebel Systems intends to set a new standard for e-commerce and product configuration."

OnLink, based in Redwood City, Calif., recorded approximately $2.2 million in revenue in 1999, but had a net operating loss of roughly $10.6 million. In the first six months of 2000, the company recorded approximately $4.7 million in revenue and a net operating loss of $13.4 million.

Under the terms of the Siebel agreement, each outstanding share of OnLink common stock would be exchanged at a fixed exchange ratio of approximately 0.1648, for newly issued shares of common stock of Siebel Systems. All outstanding stock options of OnLink would be assumed by Siebel Systems at the same exchange ratio. This would result in the issuance of up to 3,706,564 million additional shares of common stock of Siebel Systems, representing a total current market value of $609 million based on the closing price of common stock of Siebel Systems on Aug. 7, 2000.

The transaction is expected to be accounted for as a pooling of interests, and to qualify as a tax-free reorganization. The acquisition is subject to the approval of OnLink's stockholders and government agencies, as well as the satisfaction of certain customary closing conditions. The transaction is expected to close in the third calendar quarter 2000.

OnLink also announced on Aug. 7 a partnership with Vignette, another e-business application provider, to a personalized B2B and B2C online sales solution. A pre-built integration of the OnLink Sales Applications and the Vignette V/5 e-Business Application Platform has been developed and is now available. David Schmaier, vice president of products at Siebel Systems, says the company will retain OnLink's partnerships, including the alliance with Vignette.

"We have an active partnership with Vignette," Schmaier says. "Through OnLink's partnership with Vignette and other e-commerce providers, we expect to leverage those relationships."

Siebel Systems also announced a two-for-one stock split. The stock split, approved by the Board of Directors, will be effected as a 100 percent stock dividend. Stockholders of record on Aug. 18, 2000 will be issued a certificate representing one additional share of common stock for each share of common stock held on the record date. The payment date for this stock dividend will be Sept. 8, 2000.