PROSYS TECH CORPORATION
TSX VENTURE : POZ

October 01, 2007 08:00 ET

Prosys Concludes the Acquisition of CDMS Along With a Private Placement of 1.45 Million

MONTREAL, QUEBEC--(Marketwire - Oct. 1, 2007) - Prosys Tech Corporation (The "Corporation" or "Prosys")(TSX VENTURE:POZ) is pleased to announce that it has concluded the acquisition of 75% of the issued and outstanding shares of CDMS Inc. for a total of CAD $2,850,000, $1,950,000 of which is payable in cash coming from a part of the financing mentioned below and CAD $900,000 payable in common shares of the Corporation at a deemed price of $0.20 per share, representing 4,500,000 common shares.

CDMS Inc. offers complete computer infrastructure services, operational support and technical support, which generates sales of more than $6,000,000 annually and is profitable according to its annual audited financial statements of November 30, 2006, in addition to having approximately 90 employees in North America.

The acquisition is at arm's length and without any finder's fees. Following the transaction, Mr. Chrisanthos Symeon, President of CDMS, will remain President of the Corporation's new subsidiary. In addition, the 4,500,000 shares issued as part of the purchase price are subject to a contractual holding period between 12 and 18 months following the closing date as well as other restrictions stipulated within the share purchase agreement.

Furthermore, along with the acquisition of CDMS, the Corporation has concluded a private placement of CAD $1,450,000 for the sale of 7,250,000 units ("Units") at a subscription price of $0.20 per Unit. This financing of which the proceeds will serve for the above mentioned acquisition, is without any finder's fees. Each unit consists of one (1) common share of Prosys and one half (1/2) warrant. One (1) warrant entitles the holder thereof to purchase, subject to adjustments in certain events, one (1) common share at an exercise price of $0.25 for a period of 24 months from the date of the closing of the financing. All of the shares issued are subject to a mandatory holding period of 4 months from the date of their issuance.

"The conclusion of the transaction will enable Prosys to benefit from synergies and highly interesting cross-selling because of the high profit margin services offered by CDMS" declared Mr. Georges Hebert, President and Chief Executive Officer of Prosys."

About Prosys

Prosys is a computer manufacturer and distributor of information technology products having offices in Montreal, Quebec, Ottawa, St-John's and Vancouver. The vast customer base of Prosys is divided among various market niches. Prosys' main clients are the Governments of Canada and Quebec, crown corporations, universities, school boards and CEGEPs throughout the province of Quebec. The CDMS acquisition is in the scope of the Corporation's steps to diversify the global offer of services to its current customers and to improve Prosys' positioning for the development of the SME market.

About CDMS

CDMS is an IT services company based in Montreal, offering a wide range of products, including 24/7 multilingual technical service desk, Network operations and monitoring, Managed services, IT consulting and a host of value add hardware solutions. With over 90 technical individuals in offices in Canada and the US, their biggest strength is their flexibility in fulfilling short or long term mandates in a professional manner. CDMS intends to offer all of its services to the existing Prosys customer base.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • Prosys Tech Corporation
    Mr. Georges Hebert
    President and Chief Executive Officer
    514-255-3454, ext. 270