Lawson Software To Mail Definitive Proxy Materials


Lawson Software To Mail Definitive Proxy Materials

Special Meeting of Stockholders to Vote on Proposed Merger Scheduled for
June 29, 2011

Receives HSR and German Antitrust Clearance

ST. PAUL, Minn.--(BUSINESS WIRE (http://www.businesswire.com/))--
Regulatory News:

Lawson Software (Nasdaq:LWSN) today announced that it has filed with the
Securities and Exchange Commission, and will commence mailing of,
definitive proxy materials in connection with the proposed merger
transaction with GGC Software Holdings, Inc., an affiliate of Golden
Gate Capital and Infor. As previously announced on April 26, 2011,
Lawson signed a definitive merger agreement to be acquired by GGC
Software, under which Lawson stockholders would receive $11.25 per share
in cash.

The Company also announced that the Federal Trade Commission has granted
early termination of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976 for GGC Software’s proposed
acquisition of Lawson. The transaction has also received German
antitrust clearance.

A special meeting of Lawson stockholders to consider and vote upon,
among other things, the proposed merger has been scheduled for
Wednesday, June 29, 2011, at 10:00 a.m. Central Time at Lawson’s
Corporate Headquarters, Hiawatha & Superior Meeting Rooms, 380 Saint
Peter Street, St. Paul, Minnesota, 55102. Lawson stockholders of record
at the close of business on Friday, May 27, 2011, will be entitled to
vote at the special meeting.

The Board of Directors of Lawson has unanimously approved the GGC
Software transaction and recommends that all Lawson stockholders vote
"FOR" the proposal to adopt the merger agreement. Lawson stockholders
are encouraged to read the Company’s definitive proxy materials in
their entirety as they provide, among other things, a detailed
discussion of the process that led to the proposed merger and the
reasons behind the Board of Directors' unanimous recommendation that
stockholders vote “FOR” the proposal to adopt the merger agreement.

Lawson stockholders who have questions about the merger, need assistance
in submitting their proxy or voting their shares should contact the
Company's proxy solicitor, MacKenzie Partners, Inc., at 1-800-322-2885;
Email: proxy@mackenziepartners.com (proxy@mackenziepartners.com).

About Lawson Software

Lawson Software is a global provider of enterprise software. We provide
business application software, maintenance and consulting to customers
primarily in specific services, trade and manufacturing/distribution
industries. We specialize in and target specific industries including
healthcare, services, public sector, equipment service management &
rental, manufacturing & distribution and consumer products industries.
Our software solutions include Enterprise Financial Management, Human
Capital Management, Business Intelligence, Asset Management, Enterprise
Performance Management, Supply Chain Management, Service Management,
Manufacturing Operations, Business Project Management and
industry-tailored applications. Our applications help automate and
integrate critical business processes, which enable our customers to
collaborate with their partners, suppliers and employees, reduce costs
and enhance business or operational performance. Lawson is headquartered
in St. Paul, Minn., and has offices around the world. Visit Lawson
online at
www.lawson.com (http://cts.businesswire.com/ct/CT?id=smartlink&url=http%
3A%2F%2Fwww.lawson.com&esheet=6741934&lan=en-US&anchor=www.lawson.com&in
dex=1&md5=41a4a33d2419ed2f6f90e7e31b04454f). For Lawson’s listing on
the First North exchange in Sweden, Remium AB is acting as the Certified
Adviser.

Forward-Looking Statements

This press release contains forward-looking statements that contain
risks and uncertainties. These forward-looking statements contain
statements of intent, belief or current expectations of Lawson and its
management. Such forward-looking statements are not guarantees of future
results and involve risks and uncertainties that may cause actual
results to differ materially from the potential results discussed in the
forward-looking statements. Risks and uncertainties that may cause such
differences include but are not limited to: the risk that the pending
merger with GGC Software Holdings, Inc., an affiliate of Golden Gate
Capital and Infor, may not be completed on a timely basis, if at all;
the risk that the conditions to the consummation of the merger may not
be satisfied; the risk that the merger may involve unexpected costs,
liabilities or delays; the risk that expected benefits of the merger may
not materialize as expected; the risk that, prior to the completion of
the merger, Lawson's business may experience significant disruptions,
including loss of customers or employees, due to transaction-related
uncertainty or other factors; the fact that legal proceedings that have
been instituted and the possibility that additional legal proceedings
may be instituted against Lawson, its directors and/or others relating
to the merger and the outcome of such proceedings; the possible
occurrence of an event, change or other circumstance that could result
in termination of the merger agreement; uncertainties in the software
industry; uncertainties as to when and whether the conditions for the
recognition of deferred revenue will be satisfied; increased
competition; the impact of foreign currency exchange rate fluctuations;
changes in conditions in Lawson's targeted industries; the outcome of
pending litigation; the relief sought by Lawson with respect to the
judgment in the ePlus litigation might not be granted in whole or in
part; and other risk factors listed in Lawson's most recent Annual
Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q filed
with the Securities and Exchange Commission. Lawson assumes no
obligation to update any forward-looking information contained in this
press release.

Additional Information and Where To Find It

On May 31, 2011, in connection with the merger, Lawson filed its
definitive proxy statement with the Securities and Exchange Commission
(the "SEC"). Lawson will commence mailing the definitive proxy statement
and a proxy card to each stockholder entitled to vote at the special
meeting relating to the merger on or about May 31, 2011. INVESTORS AND
SECURITY HOLDERS OF LAWSON ARE URGED TO READ THE DEFINITIVE PROXY
STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY
OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE MERGER THAT LAWSON WILL
FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR
WILL CONTAIN IMPORTANT INFORMATION ABOUT LAWSON AND THE MERGER. The
definitive proxy statement (and other relevant materials in connection
with the merger when they become available), and any other documents
filed by Lawson with the SEC, may be obtained free of charge at the
SEC's website at
www.sec.gov (http://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%
2F%2Fwww.sec.gov&esheet=6741934&lan=en-US&anchor=www.sec.gov&index=2&md5
=be4ca78a9f4687d8afcc4c3733a950b1). In addition, investors and security
holders may obtain free copies of the documents filed with the SEC at
Lawson's website,
www.lawson.com (http://cts.businesswire.com/ct/CT?id=smartlink&url=http%
3A%2F%2Fwww.lawson.com&esheet=6741934&lan=en-US&anchor=www.lawson.com&in
dex=3&md5=4655ae2aad4d6470ccef139f31589692), or by contacting Investor
Relations by phone at 651-767-4890, by email at
investor@lawson.com (investor@lawson.com) or by mail at 380 St. Peter
Street, St. Paul, MN 55102.

Lawson and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from Lawson’s stockholders
with respect to the merger. Information about Lawson’s directors and
executive officers and their ownership of Lawson’s common stock is set
forth in the proxy statement for Lawson’s 2010 Annual Meeting of
Stockholders, which was filed with the SEC on August 31, 2010.
Information regarding the identity of the potential participants, and
their direct or indirect interests in the merger, by security holdings
or otherwise, is set forth in the definitive proxy statement filed with
SEC in connection with the merger.

Contacts

Investor Contacts:

Lawson Software
Barbara Doyle, +1-651-767-4385
investor@lawson.com (investor@lawson.com)
or
MacKenzie Partners
Dan Burch, +1-212-929-5748
Laurie Connell, +1-212-378-7071
or
Media Contacts:
Lawson Software
Joe Thornton, +1-651-767-6154
joe.thornton@us.lawson.com (joe.thornton@us.lawson.com)
or
Joele Frank, Wilkinson Brimmer Katcher
Averell Withers, +1-212-355-4449
Jillian Palash, +1-212-355-4449 

Contacts

Investor Contacts:

Lawson Software
Barbara Doyle, +1-651-767-4385
investor@lawson.com (investor@lawson.com)
or
MacKenzie Partners
Dan Burch, +1-212-929-5748
Laurie Connell, +1-212-378-7071
or
Media Contacts:
Lawson Software
Joe Thornton, +1-651-767-6154
joe.thornton@us.lawson.com (joe.thornton@us.lawson.com)
or
Joele Frank, Wilkinson Brimmer Katcher
Averell Withers, +1-212-355-4449
Jillian Palash, +1-212-355-4449

Attachments

05312231.pdf