Compuware Announces Distribution Ratios for Spin-Off of Covisint

DETROIT — Compuware Corp. (Nasdaq: CPWR) Tuesday announced the final ratio of its distribution of the 31,384,920 shares it owns in Covisint Corp. (Nasdaq: COVS), scheduled to take place on Oct. 31.

Based on the number of Compuware shares and stock option grants outstanding as of Oct. 20, the record date for the distribution, holders of Compuware common stock will receive 0.14025466 shares of Covisint common stock for each share of Compuware — or “restricted stock unit” — that they own.

Fractional shares will be sold on the open market and the proceeds distributed in cash to Compuware shareholders who would otherwise receive fractional shares.

The spin-off is expected to be taxable for U.S. federal income tax purposes.

The distribution of shares of Covisint common stock will be made in book entry form, and no physical share certificates of Covisint will be issued. An information statement describing the distribution will be mailed to Compuware stockholders.

When the distribution is complete, Compuware says it will no longer own shares of Covisint common stock.

The distribution is part of Compuware’s $2.5 billion buyout by a by a Chicago-based private equity firm, Thoma Bravo LLC.

Covisint was initially established by the Detroit Three automakers in 2000 as an online marketplace. Compuware acquired it in 2004. The company has since expanded into secure, online collaboration in other industries, including health care and oil and gas.

Established in 1973, Compuware has business units in mainframe test and debugging software and application performance management and monitoring software that keeps track of how well applications are running on the internet and mobile devices. The company has about 3,000 employees, down from a peak of 15,000 in 2000, during a foray into IT services surrounding Y2K bug repairs.

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