Brainhunter Inc.
TSX : BH

Brainhunter Inc.

February 18, 2009 18:02 ET

Brainhunter Engages Financial Advisor to Pursue Strategic Alternatives to Enhance Value to Shareholders

TORONTO, ONTARIO--(Marketwire - Feb. 18, 2009) -

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION TO CANADIAN INVESTORS ONLY.

Brainhunter Inc. ("Brainhunter" or the "Company") (TSX:BH) announces that it is reviewing its strategic alternatives with a view to enhancing value to shareholders and to build on its current critical mass of business. The Company has engaged a corporate finance advisory firm, Ernst & Young Orenda Corporate Finance Inc., to advise in the process.

Strategic alternatives may include taking the public company Brainhunter private, and/or financing that will enable the Company to take advantage of both acquisition and organic growth opportunities in the market place. Brainhunter, as one of the largest professional staffing firms in Canada, with one of the leading technology platforms in the industry and a well-established blue-chip client base is well positioned, with the right strategic transaction, to become the dominant provider of staffing software, solutions and services in Canada.

States John McKimm, Chairman and CEO of Brainhunter, "The management team and Board of Directors believe Brainhunter's common shares are trading at a significant discount to their fair value. A strategic transaction is necessary to not only provide improved liquidity to shareholders, at an enhanced value to current market, but also to provide the capital necessary for continued growth."

Going forward, management will work closely with the Board of Directors and its advisors to explore and evaluate Brainhunter's strategic alternatives and determine the course of action that is in the best interest of the shareholders.

The Company cautions that the exploration of any strategic alternatives, including a private equity transaction, may not result in any transaction. Subject to applicable disclosure obligations under securities law and regulations, the Company does not intend to disclose any developments in its exploration of alternatives and undertakes no obligation to do so until the Board of Directors has made a final decision regarding a specific alternative and such decision results in a transaction.

BUSINESS OVERVIEW

Through acquisition and organic growth initiatives, Brainhunter has grown from $2.8 million for fiscal year September 2001 to where sales in fiscal 2008 have reached an annualized run rate of approximately $235.0 million. The growth, aside from acquisition financing, has always been financed from internally generated cash flow. This reinvestment of cash flow has penalized EBITDA, but has created an underlying value in Brainhunter that is not recognized in the share price. Backlog, expected renewals and extensions of contracts and standing offers exceed $300.0 million, with a sustainable sales base in excess of $200.0 million.

Brainhunter has put in place a proven platform (including technology, processes and management) to drive organic and acquisition growth. The Company's value proposition incorporates the complete slate of Brainhunter's Software, Solutions and Services offerings, and provides a comprehensive procurement solution to assist our clients in managing their total staffing requirements.

Brainhunter Inc. is publicly traded on the TSX and is a leading global provider of end-to-end HCM Software, Solutions and Services (the "Offerings"). Utilizing ISO 9001/2000 technology, best practices and processes, Brainhunter has created Offerings that streamline the recruitment and management of permanent, contract and project based people requirements and provides real time analysis of HR metrics that improves operational decision-making and reduces costs. Brainhunter has over 250 employees, over 1,800 contract personnel with offices across Canada, a presence in select U.S. jurisdictions, China as well as offices in India and the U.K., servicing over 2,000 clients.

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

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