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Published on 2/19/2008 in the Prospect News Special Situations Daily.

Genesys to recommend West Corp. tender offer to its shareholders

By Lisa Kerner

Charlotte, N.C., Feb. 19 - West Corp. announced it will seek to acquire Genesys for $3.681 per ordinary share and for the American Depositary Shares (ADSs).

The offer price is a 42% premium to the average closing price of Genesys' shares over the last three months.

Genesys' board of directors will recommend the offer to its shareholders, according to a company news release.

To fund the $268.8 million transaction, West said it will use a combination of cash on hand and bank credit facilities.

West plans to combine Genesys with its subsidiary, InterCall Inc., following the transaction's close, which is slated for the second quarter.

Genesys was advised by Houlihan Lokey Howard & Zukin (Europe) Ltd. West was advised by Lehman Brothers Inc.

The offer is contingent on approval by a French regulatory authority.

West is an Omaha, Neb.-based outsourced communications services provider.

Genesys, based in Montpellier, France, also provides outsourced communication solutions.

Acquirer:West Corp.
Target:Genesys
Announcement date:Feb. 19
Transaction total:$268.8 million
Price per share:$3.681 per ordinary share and for the American Depositary Shares
Expected closing:Second quarter of 2008
Stock price of target:Paris: GNS; $1.66 on Feb. 18

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