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To: Risky Business who wrote (9807)3/2/1998 5:51:00 PM
From: BM  Read Replies (3) | Respond to of 13949
 
Cognicase acquires Hexagon Computer Systems

MARCH 2, 1998

COGNICASE Inc. to Acquire Hexagon Computer Systems Inc. -
Expands Geographic Position to Ottawa, Toronto, Boston,
San Francisco and Sydney, Australia

MONTREAL, QUEBEC--COGNICASE Inc. announces its intention to
acquire Hexagon Computer Systems Inc., a systems integrator and
information technology consulting firm with revenues of
approximately US$10.5 million for fiscal 1997. The transaction,
which will be accounted for as a purchase, is expected to close
later this week, and provides for a cash consideration of US$4.9
million and the issuance of 255,044 common shares of COGNICASE.

"The key to this acquisition is that it extends our physical
presence into several major North American business centres while
expanding the potential base of large corporate and government
sector customers for our software solutions," said Ronald
Brisebois, President and Chief Executive Officer of COGNICASE.
Hexagon employs 160 people through offices in Ottawa and Toronto,
respectively the capital city and financial centre of Canada,
Boston and San Francisco, as well as Sydney, Australia. Among its
major customers are Correctional Services Canada, Analog Devices,
Lafarge Cement, Molson Breweries, JLW Pty. Ltd. and Pepsi Cola.

"Hexagon adds new sales channels, provides for interesting cross-
selling opportunities and increases our critical mass for the
development of non-year 2000 related revenues using COGNICASE
software tools and processes," added Mr. Brisebois. "Its know-how
in data warehousing and enterprise intelligence, workflow
simplification and systems solutions is strongly complementary to
the operations of COGNICASE. Moreover, Hexagon employees share
the COGNICASE commitment to quality solutions, teamwork and the
creation of shareholder value."

"This acquisition marks further progress in our strategy to build
COGNICASE into a total solution-oriented organization by combining
powerful automated software tools and high-quality services,"
concluded Mr. Brisebois.

Bruce Ladouceur, President and Chief Executive Officer, of Hexagon
stated: "As part of the COGNICASE organization, we have gained
access to world class systems modernization technology. This
significantly enhances Hexagon's position to differentiate its
services from those of other systems integrators."

COGNICASE and its subsidiaries provide integrated value-added
software solutions and consulting services, differentiated by
their industry-leading toolsets and processes for automated
systems modernization and platform migration. The Company's
flagship product is COGNI-2000, a comprehensive, flexible software
toolset for Year 2000 compliance introduced in 1994.

This news release contains certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995 (US), which involve risks and uncertainties. The
Company's actual results may differ significantly from the results
discussed in such statements. Certain factors that could cause
actual results to differ materially from those discussed in such
forward- looking statements include the ability of the Company to
(i) successfully integrate business acquisitions (ii) take
advantage of opportunities on the Year 2000 market in the short
term and (iii) provide software maintenance and platform migration
solutions outside the Year 200 market, as well as the risks
described in the Company's final prospectus dated October 2, 1997
filed with the SEC, the OSC and QSC in connection with its Public
Offering, which factors are incorporated herein by reference.