LGS Board of Directors Recommends Acceptance of IBM Offer to LGS Shareholders
MARCH 24, 2000 MONTREAL, QUEBEC--At a meeting held on March 23, 2000, the Board of Directors of LGS Group Inc. resolved to recommend that LGS shareholders accept the IBM offers to purchase all outstanding shares of LGS.
At that meeting, the Board of Directors received the report of the Independent Committee, which concluded that the offer was fair to the holders of Class A Subordinate Voting Shares.
The LGS Directors' Circular relating to the IBM offer has been mailed today to holders of LGS Group Inc. Class A subordinate voting shares and Class B multiple voting shares. The IBM offer is for CDN$19.00 for each issued and outstanding LGS Class A subordinate voting share and Class B multiple voting share. Canadian resident shareholders have the choice of receiving consideration in cash or in shares of IBM Acquisition Inc. that are exchangeable for common shares of International Business Machine Corporation. Non-Canadian resident shareholders have the choice of receiving consideration in cash for the U. S. dollar equivalent of the offer price, or in common shares of International Business Machines Corporation. The IBM offers expire on April 5, at 5:00 p.m, Toronto time.
LGS Group Inc. (LGSA at NASDAQ, LGS.A at TSE) is one of Canada's largest information technology consulting firms specializing in management and systems integration. With annual sales of $230 million in the financial year ended March 31, 1999, LGS currently employs approximately 2,000 professionals in 20 offices in Canada, the United States and Europe. The company is active in most areas of the private and public sectors.
This release may contain forward-looking statements that involve risks and uncertainties which might cause the actual results to differ materially from those projected. Potential risks and uncertainties include the ability to procure, properly price, retain, and successfully complete projects, the availability of technical personnel, and competition. These risks and uncertainties are discussed under the heading "Risk Management" in the Company's Annual Report. |