Trimble enters agreement to acquire TMW Systems

Aug. 27, 2012
Trimble has entered into a definitive agreement to acquire privately held TMW Systems Inc, a provider of enterprise software to transportation and logistics (T&L) companies.

Trimble (NASDAQ: TRMB) has entered into a definitive agreement to acquire privately held TMW Systems Inc, a provider of enterprise software to transportation and logistics (T&L) companies.

TMW’s transportation software platform serves as a central hub from which the core operations of transportation organizations are managed, data is stored and analyzed, and mission-critical business processes are automated. The company’s software capability spans the entire surface transportation lifecycle, delivering visibility, control, and decision support for the movement of freight. TMW’s enterprise software currently integrates with Trimble’s T&L systems on many fleets and when combined will jointly serve more than 3,000 fleets worldwide. TMW is based in Beachwood OH and has 500 employees. It will be reported within Trimble’s Mobile Solutions segment.

The all-cash purchase price of $335 million will be financed through Trimble’s existing credit facility. This facility has terms and conditions for draw-downs that are typical of such financing. A detailed description of the credit agreement can be found in Trimble’s current report on Form 8-K filed May 9, 2011 with the Securities and Exchange Commission. The transaction is expected to close in fourth quarter 2012, subject to customary closing conditions, including expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act.

TMW’s reported trailing 12-month revenue is about $96 million. The transaction is expected to be slightly dilutive to Trimble’s fourth quarter non-GAAP earnings per share by $0.01 to $0.03 per share, due to the impact of a one-time, non-cash write-down on a portion of TMW System’s deferred revenue. Trimble expects the acquisition to be accretive to its 2013 non-GAAP earnings per share by $0.12 to $0.14 per share.

TMW serves more than 2,000 clients managing 500,000-plus power units and maintaining more than 1.7 million assets worldwide. For more details, visit

Founded in 1978, Trimble is headquartered in Sunnyvale CA. For more information, access

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