COGNICASE Completes Acquisition of Ezenet
MONTREAL and TORONTO, CANADA--SEPTEMBER 25, 2001 - 09:33 EDT COGNICASE Inc. (NASDAQ: COGI) a provider of advanced transaction processing solutions and Internet-based applications, announced today the closing of the deal to acquire all the issued and outstanding shares of Ezenet Corp. (TSE: EZE). The transaction is valued at approximately $54 million. Ezenet is a Toronto-based software developer that provides next-generation wealth management transaction processing and Web-based utilities for financial institutions.
Under the transaction, each common share of Ezenet will be exchanged, at the option of each holder of Ezenet for (a) redeemable preferred shares of COGNICASE Acquisition Corp., a wholly-owned subsidiary of COGNICASE, which will be redeemed two business days following the effective date of the transaction for a price payable in cash of $3.16 per share subject to the maximum aggregate cash consideration of $20 million or (b) 0.570 common share of COGNICASE. Ezenet shareholders who elected to receive only redeemable preferred shares will, as a result of the maximum aggregate cash consideration of $20 million, receive approximately 50% of their elected amount in preferred shares and approximately 50% in COGNICASE common shares.
The transaction has been approved by the Boards of Directors of COGNICASE and Ezenet as well as by 99.5% of Ezenet shareholders voting at a special meeting held today in Toronto.
According to COGNICASE Chairman of the Board, President and CEO Ronald Brisebois, "This amalgamation adds critical mass to our existing banking systems expertise, adds to our list of blue-chip clients, and enhances our positioning in the financial services sector by increasing our presence and capabilities in the Toronto market".
Jay Cashmore, President and Chief Executive Officer of Ezenet Corp. stated, "We are extremely pleased to join our forces with those of COGNICASE". The combination of our resources strengthens our ability to provide financial institutions with new products and services to complement our wealth management offering and to continually provide our clients with better service."
About COGNICASE
COGNICASE (TSE: "COG", Nasdaq: "COGI") is an IT products and services provider specializing in advanced transaction processing and Internet-based applications. Relying on its results-driven approach, its software and technology and its international Internet engineering and hosting centre, COGNICASE offers secure and scalable solutions that contribute to its customers' economic success in the age of the new economy. The Company is active in several countries, including Canada, the United States, France, Spain, Belgium, and the Netherlands.
About Ezenet
Ezenet (TSE: EZE) develops customer-centric technologies for financial institutions to expand their wealth management business. Ezenet's software is the first to manage and aggregate customer account information, provide personal financial planning tools and enable straight-through transaction processing. Accessible through any medium - Web, wireless, branch or agent - Ezenet technology enables financial institution customers to access current and comprehensive information about their finances and be proactive in managing their financial affairs. Ezenet's proven technologies and industry expertise have helped major financial institutions brand their image in a Web-based environment, increasing sales and building long-term customer loyalty. For more information on the company or its products, please visit www.ezenet.com. |