JPMorgan Chase Bank, N.A. (JPM ) announced on Friday, January 7, 2005 that it had signed an agreement to acquire Vastera (VAST), a provider of global trade management solutions. Upon completion of the merger, Vastera will be combined with the Logistics and Trade Services businesses of JPMorgan Chase's Treasury Services unit. Under the Agreement and Plan of Merger, Vastera shareholders will receive $3.00 for each outstanding share of Vastera common stock they own, for a total transaction value of approximately $129 million.
Dulles, Virginia-based Vastera provides software/managed services and trade management consulting to about 400 companies. However, the company has struggled to turn a profit and to increase revenue. As a result of this acquisition, New York-based J.P. Morgan Chase, one of the world's largest commercial banks, will be the first global financial institution to offer integrated cash, trade and logistics services.
No closing date has been set. Completion of the merger is subject to Vastera shareholder and banking and other regulatory approvals. The transaction was approved by Vastera's board of directors. Vastera's board recommends that the Vastera shareholders vote in favor of the transaction at a shareholder meeting that will be scheduled as soon as practicable. Two major shareholders representing approximately 28% of the Vastera shares outstanding have committed to vote their shares in favor of the transaction pursuant to voting agreements entered into with JPMorgan Chase.