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JAWS Technologies Inc. announces agreement to acquire
Offsite Data Services Ltd.
JAWS to launch Internet Data Vault Division
CALGARY, Nov. 4 /CNW-PRN/ - JAWS Technologies Inc. (JAWZ: OTC-BB) (''JAWS U.S.'') announced today that it has entered into an agreement to acquire, through its wholly-owned subsidiary, an Alberta corporation also named JAWS Technologies Inc. (''JAWS Canada''), all of the outstanding shares of Offsite Data Services Ltd. The agreement also provides for the acquisition of all of the outstanding options and warrants of Offsite Data Services.
''This combined entity creates one of the world's most comprehensive information security services and products companies,'' said Robert Kubbernus, Chairman and CEO, JAWS Technologies Inc. JAWS U.S. and Offsite Data Services are each independently positioned with a strong presence and growing market share within their respective business areas. ''We expect that this strategy will reward our customers, our employees and our shareholders.''
The goal of the combined company will be to further enhance its position as an industry leader providing information security solutions for businesses, governments and organizations. ''Extending our business model to the automated, internet enabled secure data storage allows JAWS' professionals to offer our customers a full suite of information security services, products and solutions,'' said Kubbernus.
Riaz Mamdani, Chief Financial Officer of JAWS Technologies Inc. stated that the offer of U.S. $0.60/share (CDN $0.88/share) or U.S. $9.9 million (CDN $14.8 million) will be paid by the delivery to Offsite shareholders of Exchangeable Shares of JAWS Canada which may be exchanged, at each shareholder's option, for shares of common stock of JAWS U.S. The Exchangeable Shares will have the same voting rights, dividend entitlements and other attributes of the shares of common stock of JAWS U.S. On a fully diluted basis, Offsite has 16.8 million shares, options and warrants outstanding.
The making of the offer by JAWS U.S. to acquire all of the outstanding shares, options and warrants of Offsite is subject to certain conditions being satisfied including, among other things, the release of certain shares of Offsite from escrow and the entering
into of lock-up agreements by certain shareholders of Offsite.
''By creating this new convertible class of shares, Offsite's
Canadian shareholders will be able to participate as a JAWS' shareholder and obtain tax deferred rollover treatment upon disposition of their Offsite common shares,'' said Mamdani. ''As a U.S. company acquiring a Canadian company, we have created an advantageous tax situation by allowing Canadian shareholders to defer their capital gains.''
Consummation of the transaction is conditional upon, among other things, the deposit of at least 90 per cent of the outstanding shares of Offsite under the offer and the receipt of all necessary regulatory and government approvals. The offer is expected to expire on or about December 21, 1999. Documents relating to the transaction are expected to be sent to shareholders on or before November 30, 1999. It is JAWS U.S.' intention to acquire all remaining shares of Offsite not deposited under the offer pursuant to a subsequent acquisition transaction as soon as practicable after the completion of the offer.
''We are particularly excited about becoming the secure on-line information division within the JAWS family,'' said Trent Johnsen, President, Offsite Data Services. ''JAWS' national and growing international presence gives Offsite shareholders the opportunity to be part of a total information security company,'' said Johnsen. The agreement has been unanimously recommended by Offsite Data Service's Board of Directors.
On completion of the acquisition, Offsite Data Services will be marketed as 'JAWS Internet Data Vault Division'. ''We expect that we will roll out a strategy whereby we would have targeted market data vaults which will tie-in to our information security solutions, such as 'JAWS' Medical Vault', 'JAWS Law Vault', 'JAWS Financial Vault' and 'JAWS ASP Vault''', said Kubbernus.
About Offsite Data Services: ''Forward Thinking in Back-Up''
Offsite Data Services is a Calgary-based Internet data storage management company originally incorporated in 1995, and began trading on the Alberta Stock Exchange early in 1999. Offsite offers a comprehensive set of services and facilities that provides a simple, convenient and cost-effective solution for organizations requiring a reliable, secure method of backing-up, storing and retrieving their data. Offsite provides on-line data storage management using a proprietary system developed by HARBOR Systems Management and with EDS Systemhouse as a strategic partner. Customers include numerous oil and gas companies, legal firms, health care professionals, WestJet Airlines and the University of Calgary. For more information, visit the company's website at www.offsitedata.com.
About JAWS Technologies: ''Information is Power. Protect It.''
JAWS Technologies has become a leader in the provision of information security technology products and consulting services. JAWS' is based in Calgary, Canada and has offices in Toronto, Canada and Pasadena, California, USA. Throughout the world JAWS U.S. has over twenty strategic partners, approximately 100 corporate clients, over 300 authorized re-sellers and has distributed approximately 550,000 copies of JAWS XMail. JAWS U.S. is a fully- reporting issuer traded on the NASD-OTC BB, under the symbol JAWZ. For more information, visit the company's website at www.jawstech.com or call 1-888-301- 5297.
Forward-looking statements and comments in this press release are made pursuant to safe harbor provisions of the Securities Exchange Act of 1934. Such statements relating to, among other things, the prospects for the companies to complete the transaction and enhance operating results, are necessarily subject to risks and ncertainties, some of which are significant in scope and nature. These risks may be further discussed in periodic reports and registration statements to be filed by the Company form time to time with the Securities and Exchange Commission in the future.
SOURCE: JAWS Technologies Inc. |
