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Micro Tempus Becomes a Global E-Commerce Transaction Processor - Acquires Key Strategic Alliance with BCE Emergis Inc.
Montreal, Quebec--
Micro Tempus Inc. (MTP-ME) announced today that it has entered into letters of intent to acquire two significant e-commerce business units and a strategic alliance with BCE Emergis Inc. In addition, the Company has signed an engagement letter in connection with a proposed five million dollar ($5,000,000) equity financing.
The first letter of intent is to acquire BCE Emergis' online transaction processing business that services major Sports and Entertainment companies, including a number of official Major League Baseball team Web sites. The Sports and Entertainment division currently processes approximately one hundred and seventy-five thousand (175,000) transactions per month, representing approximately nineteen million five hundred thousand dollars ($19,500,000) in transaction value. Micro Tempus will receive a fee for each transaction processed, which is expected to generate over twelve million dollars ($12,000,000) in annualized revenue.
The second letter of intent involves the acquisition of a company owned by Mr. Rory Olson and Mr. Joel Leonoff, the former Executive Vice President of Business Development of BCE Emergis and the former Senior Vice President of BCE Emergis responsible for its Sports and Entertainment division, respectively. This company offers development and implementation of front-end online financial services solutions for financial institutions. This company has also entered into a strategic alliance with BCE Emergis which will provide Micro Tempus with access to BCE Emergis' e-commerce services such as merchant-enabling solutions, catalogue development and transaction processing.
In addressing the online solution for financial institutions, Mr. Olson said, "We are very excited about the momentum that has been created regarding the development of an online financial services solution to assist institutions in expanding their suite of services. Our company is already in discussions with an interested third party for the development of a prototype. We are combining our expertise in the development of Internet-related transaction processing with Micro Tempus' technical expertise to participate in the creation of this new paradigm."
The Company expects to receive a fairness opinion and the requisite regulatory approvals in order to be able to present these transactions to its shareholders for their approval at its upcoming annual meeting anticipated to take place in November 1999. Upon receipt of approval by its shareholders, Micro Tempus will issue a total of 30.3 million common shares as consideration for these transactions, 6 million of which will be issued to BCE Emergis.
As regards the transaction processing business, Mr. Olson said, "based on our current run rate, we expect to process transactions this year representing a retail value in excess of two hundred million dollars ($200,000,000).
These transactions set a new phase in the Company's evolution and pursuant to the letters of intent, the Company will introduce a new senior management team. Effective with their closing, Mr. Richard J. Renaud, currently a director, will replace Mr. Brahm Gelfand as Chairman of the Board. Mr. Rory Olson will become the Company's President and Chief Executive Officer, replacing Mr. Andre Levesque who will assume the position of Chief Technology Officer. Mr. Joel Leonoff will become Executive Vice President and Chief Operating Officer of the Company, replacing Mr. Mark Krakower who will assume the new position of Senior Vice President of Corporate Affairs, while remaining the Company's interim Chief Financial Officer.
Following these transactions and the proposed financing, the Company will have approximately $7,000,000 of cash on hand with no debt. Mr. Olson expressed his intention in the short term to actively seek out acquisitions which would complement the Company's new direction.
Mr. Olson, formerly Executive Vice President of Business Development for BCE Emergis, was a co-founder of TotalNet, one of Canada's first and largest Internet Service Providers (ISP). Under his direction, BCE Emergis concluded several strategic acquisitions as well as a number of key alliances with Fortune 500 companies.
Mr. Leonoff, formerly a Senior Vice President of BCE Emergis, was also a co-founder of TotalNet and is founder of the Sports and Entertainment division which is being acquired by Micro Tempus. Mr. Leonoff is a chartered accountant, and has been the driving force behind several successful business ventures.
"We are excited and confident about the opportunity to expand Micro Tempus' business into a variety of new vertical markets, applications and revenue streams and maintaining and increasing the Company's status as a global player in online transaction processing," said Mr. Olson.
"Rory and Joel bring an incredible energy and unrivaled track record to Micro Tempus. The expertise that they and the new senior management team bring to the table will allow the Company to achieve its goals of expanding into new markets and product lines, thus realizing new revenue streams and enhancing its existing product base. We are all very excited about this opportunity," commented Brahm Gelfand, outgoing Chairman.
Notwithstanding the proposed acquisition, the Company remains committed to its existing product lines, clients and service obligations and continues to pursue licensing and partnership agreements for its products.
In addition, the Company continues to work actively with several companies regarding licensing, distribution and joint venture activities relating to its current technologies, as well as pursuing new applications and synergies for those core technologies.
Micro Tempus Inc. develops and markets software that facilitates network communications and promotes cross-platform connectivity. Founded in 1982, the Company has over 2000 customers worldwide covering every major industry sector. Approximately 95 percent of its customers are in the United States, Europe and South America.
This news release contains certain forward-looking statements that reflect the current views and/or expectations of Micro Tempus Inc. with respect to its performance, business and future events. Such statements are subject to a number of risks, uncertainties and assumptions. Actual results and events may vary significantly.
For further information, please contact:
Mark Krakower Chief Operating Officer and Chief Financial Officer (514) 848-0803 E-Mail: krakowerm@microtempus.com |