Press Release.Microforum acquires Relational Solutions Inc.
TORONTO, Feb. 3 /CNW/ - Microforum Inc. (TSE:MCF) announced that it has
closed in escrow the acquisition of Relational Solutions Inc. (RSI), an
information management consulting firm. The conditions of release of escrow
are the receipt of final audited financial statements for fiscal years ended
July 31, 1997 to July 31, 1999 inclusive and the interim four month fiscal
period ending November 30, 1999. The Company expects to receive the audited
financial statements on or before February 23, 2000.
The Company reported that the purchase price of the acquisition, as a
ratio of RSI's anticipated annual revenues, is expected to range from 1.0x to
1.2x as at the effective date of the transaction. Subject to minor
adjustments at closing, the purchase price of RSI will be $4,357,517 and will
be funded by a combination of $857,517 cash and by the issuance of 465,426
common shares in the capital of the Company. As additional consideration, the
vendors are entitled to receive an additional $3.15 consideration for each
$1.00 of EBITDA earned for the twelve-month period ended November 30, 2000
payable in common shares. As further consideration, the vendors are entitled
to receive an additional $1,500,000 payable in common shares upon delivery of
an on-line browser based data analysis and reporting solution for e-business
environments to be integrated with Microforum's iFrontECS(TM) e-commerce suite
of applications. There are contractual restrictions on the resale on all of
the common shares for the first year.
Founded in 1989 and based in Toronto, Canada with a sales office in
Boston, Massachusetts, RSI is a privately owned e-business solutions company
with approximately 37 full-time staff. RSI provides consulting services
throughout North America. Major clients include: AT&T, Consumers Packaging
Inc., Noranda, Hostess - Frito Lay, St. Joseph's Health Centre, Clearnet, and
Time-Warner.
``RSI's product offering strengthens and expands our existing array of
products and services by enabling Microforum to provide data mining tools and
consulting services to our existing client base in North America', stated
Howard Pearl, President and Chief Executive Officer of Microforum. ``We
expect RSI to be an important part of Microforum's ASP revenue model.'
About Relational Solutions
RSI (www.relsol.com) provides a full range of e-business solutions and
services from strategic information planning and business analysis through to
all aspects of design/development, implementation and post-implementation
support. RSI's primary focus is knowledge-based systems in single site and
distributed architectures using multiple technologies and tool sets. RSI
specializes in advanced systems development, distributed data and database
implementations, telecommunications, strategic information technology planning
and process improvement consulting. RSI has developed strengths in their core
areas due to: integrated quality assurance practices, specialized
methodologies and project approach, and aggressive resource training programs.
About Microforum
Microforum Inc. (www.microforum.com) is a leading North American
professional services firm providing a broad range of electronic commerce,
Internet strategy and database services. Microforum is publicly traded on the
Toronto Stock Exchange under the symbol ``MCF' and is headquartered in
Toronto, with offices in San Francisco, CA and Chicago, IL.
Forward-Looking Statements
Investors should take note that certain statements in this press release
are forward-looking and may not give full weight to all of the potential risks
and uncertainties. These forward-looking statements include statements about
Microforum Inc.'s acquisition of Relational Solutions Inc., and such
statements are subject to risks and uncertainties. Forward-looking statements
are subject by their nature to risks and uncertainties, and actual results,
actions or events could differ materially from those set forth in the
forward-looking statements. Any forward-looking statements speak only as of
the date made. The Company is not undertaking to update any information in the
foregoing reports until the effective date of its future reports required by
the securities laws.
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For further information: INVESTOR INFORMATION: The Investor Relations
Group (800) 444-9214, (604) 689-5255, microforum@invrel.com,
www.invrel.com; CORPORATE INFORMATION: Howard Pearl, CEO and President,
Microforum Inc. (905) 670-8000, hpearl@mf.com |
