Illinois Tool Works to Acquire Click Commerce

Illinois Tool Works has reached an agreement to make a cash tender offer to acquire all of the outstanding shares of Click Commerce, Inc., a provider of on-demand supply chain management solutions for a variety of worldwide industries. As part of the agreement, ITW would purchase all of Click Commerce's outstanding shares for $22.75 per share. The total value of the transaction, including outstanding stock options, is approximately $292 million. The boards of directors of both companies have approved the transaction.

GLENVIEW, IL — Illinois Tool Works has reached an agreement to make a cash tender offer to acquire all of the outstanding shares of Click Commerce, Inc., a provider of on-demand supply chain management solutions for a variety of worldwide industries. As part of the agreement, ITW would purchase all of Click Commerce’s outstanding shares for $22.75 per share. The total value of the transaction, including outstanding stock options, is approximately $292 million. The boards of directors of both companies have approved the transaction.

Under the agreement, ITW has 10 business days, starting Sept. 5, to commence the offer. The tender offer will be open for at least 20 business days during the initial tender period. The closing of the transaction is subject to certain conditions, including the tender of at least a majority of the outstanding shares and regulatory approval. Closing is expected to take place in the 2006 fourth quarter.

Founded in 1996 and based in Chicago, Click Commerce’s range of software products includes B2B e-commerce solutions for demand chain management, real time RFID-enabled supply chain management, service supply chain management providing visibility at all levels of the service network and master data management allowing harmonization of master data across an extended enterprise. These software solutions are utilized by numerous industries, such as manufacturing, aerospace and defense, distribution infrastructures, financial services and high-tech.

"We believe Click Commerce represents a solid new growth platform for ITW,” said David Speer, ITW’s chairman and chief executive officer. “Click Commerce is well positioned to continue to expand its value-added software solutions and market presence across a wide range of industries, including several where ITW has a strong presence and where we have prospered over the years. The company’s growth through a combination of internal product development initiatives and complimentary acquisitions is very similar to ITW’s approach and affords us exciting future growth opportunities in this software solution space."

Speer added that Click Commerce also has produced a strong financial report card in recent years. For 2005, the company’s revenues of $59 million and operating income of $14 million represented year-over-year growth of 128 percent and 210 percent, respectively. In addition, operating margins improved to 24 percent for the full-year in 2005.