Hummingbird Acquires 92 Percent of PC DOCS
TORONTO, June 17 /CNW-PRN/ - Hummingbird Communications Ltd. (TSE:
''HUM'' and NASDAQ: ''HUMCF'') and PC DOCS Group International Inc. (TSE:
''DXX'' and NASDAQ: ''DOCS'') are pleased to announce that all conditions to
Hummingbird's Offer to acquire for cash all of the common shares of PC DOCS
Group have been satisfied. Prior to the expiry of the Offer at 12:00 midnight
on June 16, 1999, a total of 22,096,017 common shares were tendered to the
Offer, 19,384,728 pursuant to letters of transmittal and 2,711,289 subject to
guaranteed delivery, representing approximately 92.64% of the issued and
outstanding common shares of PC DOCS. Hummingbird will proceed to take up and
pay for the common shares as soon as practicable, and in any event within five
business days.
Hummingbird intends to acquire the balance of the common shares of PC
DOCS not tendered, pursuant to the compulsory acquisition provisions of the
Business Corporations Act (Ontario) or other means, and will seek delisting of
PC DOCS' common shares from The Toronto Stock Exchange and NASDAQ.
The acquisition of PC DOCS will put Hummingbird into a group comprising
the largest software companies in the world with trailing revenues of US$240
million dollars. The combined users of Hummingbird and PC DOCS will number in
excess of 2.5 million with a strong international presence and distribution
capability.
Lehman Brothers Inc. and Merrill Lynch Canada Inc. were the financial
advisors to Hummingbird. CIBC World Markets Inc. was the financial advisor to
PC DOCS.
About Hummingbird Communications Ltd.
Hummingbird Communications Ltd. specializes in the development of
enterprise software solutions, including network connectivity and business
intelligence products that provide high-performance access to
internetwork-based information and applications. Hummingbird is a worldwide
leading vendor of enterprise connectivity software holding over 70% world
market share in its connectivity market segment. Hummingbird products are sold
and supported internationally by authorized resellers in more than 40
countries. The Company is headquartered in North York, Ontario, Canada, with
offices strategically located throughout Canada and the United States,
Australia, Switzerland, Germany, France, Italy, the Netherlands, Sweden, the
United Kingdom and Mexico.
About PC DOCS Group International Inc.
PC DOCS Group and its subsidiaries, PC DOCS/Fulcrum, CMS/Data Corporation
and CompInfo, Inc., develop, market and support object-oriented client/server
and Internet Document Management systems. Knowledge Management systems and
Financial and Case Management systems for professionals. The Company's
customers include Fortune 1000 companies, financial institutions, healthcare
providers, manufacturing, consumer products, communications and pharmaceutical
companies, utilities, government agencies, the legal industry, and accounting
and other professions in North America, Latin America, Europe, Australia and
the Far East.
Forward-looking statements
Certain of the above statements are forward-looking statements which
involve risks and uncertainties. Actual results could differ materially as a
consequence of a number of factors, including: uncertainties relating to
acquisitions, including operational disruptions, unexpected operating expenses
and losses, and expenses associated with the integration of such acquisitions;
fluctuations in the company's operating results due to product demand, length
of the sales cycle, size and timing of individual customer transactions and
similar matters; changes in the client/server application software market,
including technology change, changes in customer requirements, frequent new
product introductions by competitors and emerging standards; dependence of the
company on the legal services market; reliance by the company on its
third-party resellers; dependence on Hummingbird and PC DOCS key management;
and other factors set forth in the Securities and Exchange Commission and
Ontario Securities Commission reports and filings of Hummingbird and PC DOCS.
SOURCE Hummingbird Communications Ltd.
-0- 06/17/99
/CONTACT: Inder P.S. Duggal, Chief Financial Officer & Chief Controller;
Larry Rudolf, Senior Director, Corporate Affairs & Investor Relations;
Hummingbird Communications Ltd., Tel: (416) 496-2200, Fax: (416) 496-2207,
E-mail: investors(at)hummingbird.com; Kristine Sonnenberg, Director, Investor
Relations, PC DOCS Group International Inc., Tel: (416) 497-7700 ext. 1105,
Fax: (416) 495-6585, E-mail: investor(at)pcdocs.com/
(HUM. HUMC DXX. DOCS)
CO: Hummingbird Communications Ltd.; PC DOCS Group International Inc.
ST: Ontario
IN: CPR
SU: TNM
-30-
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