Harbinger Corp., a well-established provider of payment software and network services to banks and their corporate customers, has agreed to buy a pioneering Internet commerce company for more than $200 million in stock.
The deal lends credence to the commercial potential of the Internet and comes 25 months after the target, Premenos Corp. of Concord, Calif., made its initial public offering of common stock.
Like Harbinger, Premenos has been active since the 1980s in electronic data interchange systems, which automate information exchanges among corporate trading partners and, often, their banks.
Both companies also viewed the Internet as a business-to-business commerce medium, and Premenos became noted for a secure EDI program called Templar, sold to Chase Manhattan Bank and others.
Premenos was typical of the IPOs whose prices rose rapidly in the prevailing euphoria over anything Internet-connected. Except for the discount broker E-Trade Group, still a market darling, other high-tech upstarts eventually fell back to earth, among them Cybercash Inc. and Security First Network Bank.
Premenos shares, which spiked to $42 in November 1995, were trading at $14.125 midafternoon Friday. But the stock got a $2.50 bounce that day. Harbinger dropped $7.375, to $33.
Atlanta-based Harbinger agreed to swap 0.45 common share for each one of Premenos. At the above prices, Harbinger would pay 73 cents below the market quote.
The discount is caused by "a risk the deal won't go through," said Friedman, Billings, Ramsey & Co. analyst Neeraj K. Vohra. "In my opinion, that risk is very low."
Harbinger's stock price decline was related to an earnings report in line with analysts' expectations. The company, which would have $120 million of revenue including Premenos, has a history of beating estimates.
Meanwhile, Premenos has "a very nice little war chest" of $60 million in cash, about $4.90 a share, Mr. Vohra said.
Also attractive to Harbinger are Premenos' systems for IBM AS/400 computers, filling a void for Windows NT- and Unix-oriented Harbinger. Together, they can be a "single-source (EDI) supplier for desktop, midrange, or mainframe systems," connecting via the Internet or value-added networks, said Harbinger chairman C. Tycho Howle.
