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SDL Announces Acquisition of Language Weaver

SDL has signed an agreement to acquire Language Weaver Inc., a pioneer in statistical machine translation. This acquisition not only delivers best-of-breed automated translation technology into SDL's Global Information Management Platform, it does much more. Integration of secure machine translation technology into the translation supply chain at all levels will allow enterprises and governments to translate significantly larger volumes of content faster and more efficiently to meet the needs of the vast content in today's increasingly online world. The transaction has received shareholder approval of more than 85% of Language Weaver equity ownership.

SDL is acquiring Language Weaver for a consideration of US$42.5 million (28.2 million) in cash, subject to adjustments for closing working capital and cash positions, with target cash in the business of US$4m. The consideration is being satisfied using SDL's existing cash resources. Language Weaver had unaudited turnover of US$12.2 million for calendar year ending 2009 with an unaudited pre-tax loss of $1.0 million. The deal will be earnings dilutive in 2011, due primarily to the amortization of intangibles created through the acquisition. Language Weaver is expected to be earnings enhancing thereafter. The business will be acquired on a debt free basis. Unaudited gross assets at the end of calendar year 2009 were $9.3 million.

Language Weaver is headquartered in Los Angeles, California, and operates in the United States, Europe and Japan, employing 96 staff. The company works closely with the Information Sciences Institute of the University of Southern California, a leading research institute for machine translation, to further research and enhance statistical machine translation methods through the combined parties' scientists. The founders of Language Weaver, Daniel Marcu and Kevin Knight, both leaders in the field of Statistical Machine Translation will stay in the business. More recently Mark Tapling was brought in as CEO to further commercialize the business since the quality and performance of the Language Weaver technology had reached new levels. Mark Tapling will also stay with the business. There are no plans to make any redundancies in the Language Weaver business.



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