VANCOUVER, Feb. 21 /CNW/ - Datawest Solutions Inc. (formerly C.M. Oliver
Inc. - TSE: OLV) (the ``Company') is pleased to announce that on February 1,
2000 it closed the acquisition of CUE Datawest Ltd. (``Datawest'), a leading
Vancouver-based technology provider for credit unions throughout Western
Canada, and changed its name to Datawest Solutions Inc. Trading of the
Company's shares on The Toronto Stock Exchange will resume at the opening on
Tuesday, February 22, 2000 on a one-for-two consolidated basis under the new
name ``Datawest Solutions Inc.' and new stock symbol ``DS' (TSE: DS).
``Closing the Datawest acquisition is a significant accomplishment for
the Company and our shareholders. It completes the restructuring of our
organization that began when we sold our brokerage operations in October 1998
and then our financial planning operations in May 1999,' states Darryl J.
Yea, Chairman and CEO of the Company. ``I am very excited about the
opportunities available to Datawest and look forward to working closely with
Datawest's management team to pursue a growth strategy designed to fully
exploit the expertise and experience the company has created in developing and
applying leading-edge technology to the financial services sector.'
``We have an extremely strong and loyal customer base of financial
institutions that will benefit greatly from this transaction, not only as
customers, but as significant shareholders of Datawest Solutions Inc.,'
explains Anthony R. Martin, President and CEO of Datawest. ``Building from
this existing customer base in both British Columbia and Saskatchewan, we plan
to extend our reach in the credit union system throughout Canada and beyond,
and to other types of financial institutions internationally. With our new
resources as a public company, we will look to aggressively market not only
our online banking system, but our other fully-developed products and
services,' Martin continues. ``This includes our Internet and telephone
banking systems, our electronic funds transfer (EFT) switch, and our
innovative browser-based online report retrieval and archiving system
delivered over a secure Intranet connection.'
The Transaction
In connection with the acquisition of Datawest by the Company:
1. Datawest has become a wholly owned subsidiary of the Company resulting
from an exchange of all of its common and preferred shares for the
issuance of 7,755,409 post-consolidated common shares of the Company
to 58 credit unions in British Columbia. These shares, together with
certain shares held by the two largest shareholders of the Company,
are pooled over a 30-month period.
2. Over the next three years the Company will pay up to an additional $3
million through the issuance of common shares to certain Datawest
banking system customers in BC that agree, from January 1, 2000 to
December 31, 2003, to enter into or renew existing data service
agreements for a minimum term of five years, at share prices that will
escalate from $2.00 to $8.00 per share, depending on the date of
renewal.
3. Datawest management and employees have subscribed for 1,127,751 shares
of the Company at $1.11 per share for total proceeds of $1,250,000.
4. The Company has invested $10 million in Datawest through the purchase
of redeemable preferred shares. Proceeds will fund Datawest's
expansion into new markets and the further development of innovative
products and services for financial institutions.
The Company will have 20,103,492 common shares issued and outstanding as
a result of the acquisition of Datawest, the Datawest employee private
placement and the consolidation of the Company's shares on the basis of one
new common share for two old common shares. The Company also has adopted a
new stock option plan under which up to three million shares may be issued to
directors and employees of the Company and its subsidiaries.
Board of Directors and Management
In connection with this transaction, Darryl J. Yea has been appointed
Chairman of the Company and remains its Chief Executive Officer. Anthony R.
Martin has been appointed President of the Company and a director, and also
President and CEO of Datawest, replacing J. Ross Montgomery in that position.
Bruce Wilson, Chief Financial Officer at Datawest, has also been appointed
Chief Financial Officer and Secretary of the Company.
The Company has accepted the resignations of Donald M. Lyons, Gary van
Nest, Allan Waisman and Robert J. Thompson from the board of directors of the
Company. In addition to Mr. Martin's appointment to the board, four new
directors have filled these vacancies:
- Harley Biddlecombe, President and CEO of Valley First Credit Union,
Penticton, BC, since 1978 where he has led its growth from $25 million
to $460 million in assets and from two branches to 11 branches.
- Michael E. Johnson, former President and CEO of the Vancouver Stock
Exchange and previously Chairman, President and CEO of Household
Financial's Canadian Group of Companies.
- Jane Milner, CEO of North Shore Credit Union since 1995, and
previously in senior management positions with CIBC and Royal Trust.
- Paul F. Starita, Director, Executive Education Institute, University
of Victoria, and previously either a Senior Vice President, President
or Chairman of firms such as CIGNA Insurance, Reynolds Securities,
CIBC Securities, Royal Funds, First Marathon Securities and the Bank
of Montreal.
About Datawest
Datawest delivers quality technology systems and solutions, ranging from
the complete outsourcing of online banking system functions for financial
institutions to web-enabled applications through the Internet. Datawest's
current products and services include:
- VisionWest Banking System - Datawest's core business and largest
revenue source, more than 100 credit unions in Western Canada,
representing more than 850,000 members, currently operate on its
`VisionWest' online banking system service bureau. Datawest's
comprehensive operational infrastructure allows the banking system
application to be run in a service bureau outsourcing environment
where each financial institution has the flexibility to define system
options relevant to its unique business requirements.
- EFT Switching - Datawest's in-house switch operation is a fundamental
building block in the company's strategic plans to expand its EFT
switching business. The EFT switch delivers core ATM transactions
(withdrawals, deposits, transfers, quick cash, and balance inquiries),
and in the future will provide functions such as mini-statement
printing and fully-integrated electronic bill payments through ATMs. A
major project is underway to establish the Datawest switch as an
Interac Member Node, allowing direct connection to the Interac shared
cash and Direct Payment systems. Datawest switch clients currently
operate a network of more than 225 ATMs throughout BC.
- Remote Banking - Datawest-developed products include a secure,
customizable Internet banking solution, NetVision. To date, Datawest
has licensed its NetVision product to 22 financial institutions, with
the ability to further develop this product as a ``bank-in-the-box'
offering for non-traditional financial companies. Datawest also
provides the `VisionLink' interactive voice response (IVR) system for
convenient telephone banking services. To date, the system's low
price entry point has allowed nearly 65 financial institutions of all
sizes to integrate phone banking into their suite of member services.
Datawest also will be introducing an innovative technology solution to
business challenges every financial institution faces - how to
significantly reduce the volumes of paper reports, cut costs, improve
the efficiency of report delivery, and address the long-term issues of
report archiving. Datawest has developed the `OVRview' solution, an
online `VisionWest' report retrieval system which allows financial
institution employees to view every banking system production report
right on their PC workstations using a standard web browser through a
secure Intranet (wide area network) connection.
Datawest designed its suite of remote banking products so they can be
uncoupled from the `VisionWest' banking system and integrated with
other banking system platforms. These design and architecture
decisions create a significant opportunity for sale of these remote
banking products to financial institutions and system suppliers
outside Datawest's current customer base. For example, the `NetVision'
Internet banking system is platform-independent and can be implemented
with other banking systems. In addition, `OVRview' has widespread
potential beyond financial institutions in applications where a
significantly lower cost and more efficient electronic report
generation, delivery and archiving system can replace high-volume,
high-cost paper systems.
- Consulting Services - Datawest's consulting services group capitalizes
on its core competencies in delivering banking system solutions and is
a significant revenue source for the company, generated through four
main business lines - implementation, management information
reporting, training, and management advisory services. Datawest's
consulting services group operates both in Canada and abroad for such
customers as the ING Group in Hungary and the Irish League of Credit
Unions in Ireland.
Datawest has experienced strong revenue growth from 1996 to 1999 while at
the same time investing heavily in technology and business development.
Financial highlights are summarized below:
<<
CUE Datawest Ltd.
Summary Financial Information
Fiscal Year Ended December 31st
($000's) 1999 (1) 1998 1997 1996
(unaudited) (audited) (audited) (audited)
Revenue 34,000 30,014 25,036 19,529
Expenses 27,000 22,428 18,513 14,158
EBITDA 7,000 7,586 6,523 5,371
Net income (loss) (3,000) (886) (162) 713
>>
Note 1 - The 1999 figures are preliminary and subject to audit. Estimated
EBITDA decrease for 1999 is due to a policy of faster write-offs of
development costs. The net loss shown for 1999 includes one-time costs
relating to Year 2000 readiness, debt refinancing, and a major customer
conversion project.
For further information on Datawest Information Inc. visit
www.datawestsolutions.com. For further information on CUE Datawest Ltd. visit
www.cuedatawest.com.
Certain statements in this news release are not historical and may
constitute forward looking statements and are made in reliance on information
provided by Datawest. Such forward looking statements involve known and
unknown risks, uncertainties and other factors, which may cause actual
results, performance or achievements of Datawest to be materially different
from those expressed or implied. Forward looking statements involve risks and
uncertainties, including, but not limited to, changes in the customer base for
Datawest's products and services. |
