NationsBank Advises on $417M Software Deal

NationsBank Montgomery Securities Inc. advised Siebel Systems Inc., San Mateo, Calif., on its recently announced deal to buy Scopus Technology Inc.

Siebel markets software for sales and marketing. Scopus would bring it new call-center products.

Justin Dooley, Siebel's vice president of finance, said the decision to use NationsBank Montgomery was based on years of dealings with Peter Stoneberg, Montgomery's head of technology mergers and acquisitions.

Mr. Stoneberg had "developed a relationship with us over time," Mr. Dooley said, "and that does make a difference in a transaction like this."

Siebel plans to pay $417 million in stock for Scopus, which is based in Emeryville, Calif. Never before has Siebel turned to an adviser to help it handle an acquisition.

Investment bankers with Montgomery Securities, a privately held firm recently bought by NationsBank, took Siebel public in 1996 with a $33.4 million initial public offering. Montgomery then underwrote the company's only other equity offering for $64.5 million three months after the IPO.

"Our primary goal is to service clients that we've done underwriting for," said Mr. Stoneberg, and the Siebel deal met that objective. "It's a relatively big software deal with a high-profile computer company. It's one of our larger clients, and it's a repeat client."

When he started the technology mergers and acquisitions group at Montgomery Securities four years ago, Mr. Stoneberg was a one-man show. His group has roughly doubled in size each year since he started it. It now has 25 employees, including 16 bankers.

In 1995, the first full year that it was in operation, the group closed eight deals, valued at $900 million. Last year it completed 29 deals, valued at $2.1 billion.

When Montgomery was acquired by NationsBank last October, it brought a new high-tech savvy to M&A efforts at the bank.

"Both institutions were on very accelerated growth tracks in M&A," said Stewart M. Boswell, a NationsBank senior managing director who headed mergers and acquisitions at the Charlotte, N.C.-based bank before the acquisition of Montgomery. But the bank did not have any expertise in Mr. Stoneberg's niche.

Since the merger, M&A advisers at NationsBank have joined the M&A groups at NationsBank Montgomery, which in turn report to the heads of Montgomery's industry groups. Technology is the largest of the newly consolidated M&A groups, according to bank executives.

NationsBank ranked 13th in M&A advisory last year

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