Dublin, CA – September 1, 2010 - Taleo
Corporation (NASDAQ: TLEO), the leading provider of on-demand talent management
solutions, today announced it has signed a definitive agreement to acquire
strategic partner Learn.com, Inc. for approximately $125 million in
cash.
With the acquisition, Taleo will extend its Talent Management
suite, becoming the only public vendor to offer best-in-class solutions across
the four critical components of a talent-optimized organization: recruiting
management to source, assess and acquire talent; performance management to
establish goals and create career and succession plans; compensation management
to establish a true "pay-for-performance" process between corporate objectives
and individuals' contributions; and now learning management to support social
and formal development.
Learn.com is a leading next generation provider
of SaaS learning management solutions, a market estimated to be $1 billion in
2011 according to Bersin & Associates. Its software enables businesses to
more seamlessly develop, deliver and manage education and training to help
employees, customers and partners reach their full potential. Learn.com's social
learning and web conferencing features also enable companies to build
collaborative learning and knowledge sharing solutions, which are among the
fastest growing applications in employee development today.
Learn.com's
solutions are in use today with more than 500 global companies of all sizes, and
support up to 200,000 users per customer, with about two million end users
worldwide.
"The Learning Management Systems market is now entering a new
growth phase – one supporting social, collaborative, and informal learning
solutions," said Josh Bersin, President and CEO of Bersin & Associates, a
leading research and advisory services firm. "Through its acquisition of
Learn.com, Taleo now has the opportunity to take a strong position in this
market and deliver an integrated end-to-end platform which integrates
recruiting, performance management, compensation, and learning into a complete
SaaS solution."
Taleo and Learn.com have been strategic partners since
September 2009, bringing to market a unique social and formal learning offering
that helps companies to better leverage their internal social networks to share
institutional expertise. More than 56 companies across a variety of industries
have selected the Taleo and Learn.com solutions, including: Newell-Rubbermaid,
Swift Transportation, and CPS Energy. Further, more than a third of Taleo's
suite sales opportunities include interest in a learning management
solution.
"We’ve been impressed with the forward-thinking approach to
learning from Taleo and Learn.com," said Mike Perkins, Senior Manager of
Learning Technologies at Newell-Rubbermaid. "With their help, we are powering
robust, interactive and scalable social learning options for our teams that
include video podcasts and development portals so that we can engage them in
learning, where and when they need it. We look forward to partnering with the
combined organization moving forward."
"As businesses transform to ignite
growth, they can’t afford to create a knowledge gap between the skills they have
in their teams and the skills they need to drive business," said Michael
Gregoire, Chairman and CEO of Taleo. "Learn.com’s social learning and
collaborative functionality makes it easier to close that gap. We are pleased to
add best-in-class technology, staff and customers from Learn.com to enable
enterprises with a total talent management solution to achieve greater
performance."
Under the terms of the agreement, Taleo will pay
approximately $125 million in cash for all of the outstanding capital stock of
Learn.com, subject to deductions of approximately $1.6 million for certain
specified items and subject to further adjustment for third party expenses. In
addition, Taleo will offer up to $2 million of interim financing in connection
with the acquisition, and such amounts, if any, drawn down by Learn.com and
outstanding as of the closing of the transaction will be deducted from the
purchase price. The acquisition is subject to customary closing conditions,
including regulatory approval, and is expected to be completed prior to the end
of the fourth quarter of 2010.
J.P. Morgan Securities LLC acted as
financial advisor and Wilson Sonsini Goodrich & Rosati acted as legal
advisor to Taleo Corp. on this transaction.
Conference Call Details
The company will host a live
analyst conference call regarding the acquisition of Learn.com at 5:00 am PT
(8:00 am ET), on September 2, 2010 which will be available on the Investor
Relations section of www.taleo.com. An audio replay of the conference call will
also be made available approximately two hours after the conclusion of the call.
The audio replay will remain available until September 16th, 2010 at 9:00 p.m.
PT, and can be accessed by dialing (800) 642-1687 (Domestic) or (706) 679-0209
(International) and entering confirmation code 97407734.
For more
information: www.taleo.com
Follow us: http://twitter.com/Taleo_Corp
http://facebook.com/Taleo
About Learn.com
Based in Sunrise, Florida, Learn.com is a
200 person leader in learning management, social learning and collaboration.
Learn.com® puts knowledge to work for organizations of all sizes
around the globe with its cloud-based learning platform. Learn.com®
dramatically improves the way businesses capture and share knowledge,
communicate and align their goals and objectives, and evaluate and develop their
most precious asset – their people. Using Learn.com®, organizations can manage
and leverage their human capital to achieve excellence in execution throughout
their internal and external knowledge driven ecosystem.
www.learn.com
About Taleo
Taleo's (NASDAQ: TLEO)
cloud-based talent management platform unites products and an ecosystem to drive
business performance through talent intelligence. More than 4,700 customers use
Taleo for talent acquisition, performance and compensation management, including
48 of the Fortune 100. Further, Taleo's Talent Grid cloud community harnesses
the expertise of Taleo customers, more than 200 million candidates, and 100
partners and industry experts.
Forward-looking
Statements
This press release contains
forward-looking statements, including statements regarding the expected timing
of the closing of the acquisition, the expected benefits of the acquisition to:
Taleo's leadership and market position; Taleo’s sales efforts; Taleo's
addressable market; Taleo’s prospects in the learning management market; Taleo's
products and services; and Taleo's customers. Any forward-looking statements
contained in this press release are based upon Taleo's historical performance
and its current plans, estimates and expectations and are not a representation
that such plans, estimates, or expectations will be achieved. These
forward-looking statements represent Taleo's expectations as of the date of this
press release. Subsequent events may cause these expectations to change, and
Taleo disclaims any obligation to update the forward-looking statements in the
future. These forward-looking statements are subject to known and unknown risks
and uncertainties that may cause actual results to differ materially, including
risks related to (1) the satisfaction of closing conditions to the acquisition,
including receipt of regulatory approvals, (2) difficulties in integrating
Learn.com and its products, services and employees into Taleo and achieving
expected synergies, (3) Taleo's ability to retain key employees, (4) whether the
market for Taleo's products and services, including the learning management
market, grows as anticipated and Taleo's ability to compete successfully, (5)
Taleo's ability to deliver new products and services and to acquire and renew
customers, and (6) other factors affecting the operation of the respective
businesses. Further information on potential factors that could affect actual
results is included in Part II, Item 1A of Taleo's Quarterly Report on Form
10-Q, as filed with the SEC on August 6, 2010, and in other reports filed by
Taleo with the SEC.
Media Contact:
Mary Jo Rose
925-452-3666
mrose@taleo.com
Investor Contact:
Mike
Magaro
925-452-3120
mmagaro@taleo.com
