UPDATE: ScanSoft to Acquire Caere

ScanSoft Inc. has announced a definitive agreement to acquire Caere Corp. in a deal valued at over US$140 million. By joining forces, the two companies aim to create what they billed as a world-class digital imaging software company.

Under the terms of the agreement, announced earlier this week, Caere's shareholders will receive $4 in cash and $7.75 in ScanSoft common stock for each share of Caere common stock, the companies said in a joint statement. The transaction is expected to be completed by the end of April, pending shareholder approval. It already has been approved by the boards of both companies, The combined company will be called ScanSoft and will be based in Peabody, Massachusetts, ScanSoft and Caere said.

The two companies have long-standing relationships with manufacturers of scanners, digital cameras and other imaging products, which bundle ScanSoft and Caere's software with their devices, the companies said.

Plans for future development of Caere products are somewhat vague, however.

ScanSoft will continue to sell the full ScanSoft and Caere product lines, but the company did not release any information about further development and support of the Caere products, which include OmniPage Pro, OmniForm, PageKeeper Pro, ImageAXS Professional and OmniPage Pro Scanner Suite.

Blanche Sutter, chief financial offer of Caere, referred questions about future development and support of Caere products to ScanSoft management. A spokeswoman for ScanSoft said the company would not comment beyond the information in the press release issued earlier this week.

ScanSoft, in Peabody, Massachusetts, can be contacted at +1-978-977-2000, or at http://www.scansoft.com/. Caere, in Los Gatos, California, can be contacted at +1-408-395-7000, or at http://www.caere.com/.

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