Epicor Announces Proposed Offering of $200 Million Convertible Senior Notes

Epicor Announces Proposed Offering of $200 Million Convertible

IRVINE, Calif. (May 01, 2007) – Epicor Software Corporation (Nasdaq: EPIC), a provider

of enterprise business software solutions for the midmarket and divisions of Global 1000

companies, today announced that it intends to offer, subject to market conditions and other

factors, $200 million aggregate principal amount of convertible senior notes due 2027 pursuant

to an effective registration statement filed with the Securities and Exchange Commission. As

part of the offering, the Company intends to grant the underwriters a 30-day option to purchase

up to an additional $30 million aggregate principal amount of the notes solely to cover

overallotments, if any. The notes will be unsecured. The offering price, interest rate,

conversion rate and circumstances in which a holder may convert its notes and other terms will

be determined by negotiations between the Company and the underwriters.

Epicor intends to use the net proceeds from the offering to repay in full the Company’s

term loan outstanding under its credit facility. The balance of the net proceeds, if any, will be

used for working capital, capital expenditures and other general corporate purposes, which may

include funding acquisitions of businesses, technologies or product lines, although Epicor

currently has no commitments or agreements for any such specific acquisition. Epicor may also

use a portion of the remaining net proceeds to repurchase outstanding shares of its common

stock following the completion of the offering.

Subject to the final terms of the offering and assuming the repayment of its outstanding

term loan, Epicor expects the offering to be accretive to its fiscal 2007 earnings per diluted

share.

UBS Investment Bank and Lehman Brothers will act as joint book-running managers for

the offering. Cowen and Company, Needham & Company, and Piper Jaffray are serving as comanagers

for the offering.

Source: Epicor

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