IBM to Acquire Kenexa To Bolster Social Business Initiatives

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Posted by Press Releases+ on 28-Aug-2012 in press releases, The HRIS World Research Network | 0 comments

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ARMONK, N.Y., Aug. 27, 2012 /PRNewswire/ — IBM (NYSE: IBM ) and Kenexa Corporation  (NYSE:KNXA ) today announced they have entered into a definitive agreement for IBM to acquire Kenexa, a publicly held company headquartered in Wayne, Pa., in a cash transaction at a price of $46 per share, or at a net price of approximately $1.3 billion.

The acquisition bolsters IBM’s leadership in helping clients embrace social business capabilities while gaining actionable insights from the enormous streams of information generated from social networks every day.

*Source: Social Enterprise Apps Redefine Collaboration,” Forrester Research, Inc., November 30, 2011.

Contacts:

Karen Lilla IBM Communications 1-617-828-2258 karen_lilla@us.ibm.com

Kory Liss IBM Investor Relations 1-914-499-4095 kory@us.ibm.com

Mark Derowitsch Kenexa 1-402-613-1943 Mark.Derowitsch@Kenexa.com

Cautionary Statement Regarding Forward-Looking Statements

Certain statements in this communication regarding the proposed transaction between IBM and Kenexa, the expected timetable for completing the transaction, benefits and synergies of the transaction, future opportunities for the combined company and products and any other statements regarding IBM and Kenexa’s future expectations, beliefs, goals, or prospects constitute forward-looking statements made within the meaning of Section 21E of the Securities Exchange Act of 1934 and (collectively, forward-looking statements). Any statements that are not statements of historical fact (including statements containing the words “believes,” “plans,” “anticipates,” “expects,” “estimates” and similar expressions) should also be considered forward-looking statements. A number of important factors could cause actual results or events to differ materially from those indicated by such forward-looking statements, including the parties’ ability to consummate the transaction; the conditions to the completion of the transaction, including the receipt of shareholder approval, court approval or the regulatory approvals required for the transaction may not be obtained on the terms expected or on the anticipated schedule; the parties’ ability to meet expectations regarding the timing, completion and accounting and tax treatments of the transaction; the possibility that the parties may be unable to achieve expected synergies and operating efficiencies in the arrangement within the expected time-frames or at all and to successfully integrate Kenexa’s operations into those of IBM; such integration may be more difficult, time-consuming or costly than expected; operating costs, customer loss and business disruption (including, without limitation, difficulties in maintaining relationships with employees, customers, clients or suppliers) may be greater than expected following the transaction; the retention of certain key employees of Kenexa may be difficult; IBM and Kenexa are subject to intense competition and increased competition is expected in the future; fluctuations in foreign currencies could result in transaction losses and increased expenses; the volatility of the international marketplace; and the other factors described in IBM’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011 and in its most recent quarterly report filed with the SEC, and Kenexa’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011 and in its most recent quarterly report filed with the SEC. IBM and Kenexa assume no obligation to update the information in this communication, except as otherwise required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

Additional Information and Where to Find It

This communication may be deemed to be solicitation material in respect of the proposed acquisition of Kenexa by IBM. In connection with the proposed acquisition, Kenexa intends to file relevant materials with the SEC, including Kenexa’s proxy statement in preliminary and definitive form. SHAREHOLDERS OF KENEXA ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING KENEXA’S DEFINITIVE PROXY STATEMENT, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain the documents free of charge at the SEC’s web site, http://www.sec.gov . Documents will also be available for free from Kenexa by contacting Kenexa Investor Relations at (866) 888-8121 or Kenexa IRInvestorRelations@kenexa.com. Such documents are not currently available.

Participants in Solicitation

IBM and its directors and executive officers, and Kenexa and its directors and executive officers, may be deemed to be participants in the solicitation of proxies from the holders of Kenexa common shares in respect of the proposed transaction. Information about the directors and executive officers of IBM is set forth in the proxy statement for IBM’s 2012 Annual Meeting of Stockholders, which was filed with the SEC on March 12, 2012. Information about the directors and executive officers of Kenexa is set forth in the proxy statement for Kenexa’s 2012 Annual Meeting of Shareholders, which was filed with the SEC on April 3, 2012. Investors may obtain additional information regarding the interest of such participants by reading the definitive proxy statement regarding the acquisition when it becomes available.

SOURCE IBM

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