Groupe CGI Inc.

May 07, 2008 07:39 ET

CGI Founders to Monetize Portion of Shareholding While Protecting CGI's Destiny

MONTREAL, QUEBEC--(Marketwire - May 7, 2008) - CGI Group Inc. (TSX:GIB.A)(NYSE:GIB) announced today that Serge Godin, Founder and Executive Chairman of the Board and Andre Imbeau, Founder, Executive Vice-Chairman of the Board and Corporate Secretary have entered into a transaction to monetize a total of 11 million CGI shares.

This transaction, which involves forward contracts referencing the closing price of CGI Class A shares on May 6, 2008, was entered into with a Canadian chartered bank. As a result of the arrangement, the beneficial ownership and voting rights associated with the shares will remain with Serge Godin and Andre Imbeau.

"This personal transaction by the Founders and the vehicle utilized ensure the continuity and stability of our operations for the benefit of CGI clients, members and shareholders," said Michael E. Roach, CGI President and Chief Executive Officer.

"Today's transaction has been prudently designed to both provide stability to CGI and long-term family estate planning for us," added Serge Godin. "This vehicle allows Andre and I to monetize approximately 30% of our aggregate ownership in CGI shares and vested options while maintaining effective control of the company in the hands of management. At the end of the contract term in 25 years, or in the event of its earlier termination, we can elect to deliver the contract value either in shares or in cash."

The amounts below represent the number of shares subject to monetization:

Serge Godin 8,500,000 shares of CGI Group Inc. from total holdings of
28,576,489 Class B shares, 600,600 Class A shares and
1,877,730 vested options

Andre Imbeau 2,500,000 shares of CGI Group Inc. from total holdings of
4,275,659 Class B shares, 253,976 Class A shares and
881,225 vested options

About CGI

Founded in 1976, CGI Group Inc. is one of the largest independent information technology and business process services firms in the world. CGI and its affiliated companies employ approximately 27,000 professionals. CGI provides end-to-end IT and business process services to clients worldwide from offices in Canada, the United States, Europe, Asia Pacific as well as from centers of excellence in North America, Europe and India. CGI's annual revenue run rate stands at $3.8 billion and at March 31st, 2008, CGI's order backlog was $12.04 billion. CGI shares are listed on the TSX (GIB.A) and the NYSE (GIB) and are included in the S&P/TSX Composite Index as well as the S&P/TSX Capped Information Technology and MidCap Indices.

Forward-Looking Statements

All statements in this press release that do not directly and exclusively relate to historical facts constitute "forward-looking statements" within the meaning of that term in Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended, and are "forward-looking information" within the meaning of sections 138.3 and following of the Ontario Securities Act, as amended. These statements and this information represent CGI Group Inc.'s ("CGI") intentions, plans, expectations and beliefs, and are subject to risks, uncertainties and other factors, of which many are beyond the control of the Company. These factors could cause actual results to differ materially from such forward-looking statements or forward-looking information. These factors include and are not restricted to the timing and size of new contracts, acquisitions and other corporate developments; the ability to attract and retain qualified members; market competition in the rapidly-evolving information technology industry; general economic and business conditions, foreign exchange and other risks identified in the Management's Discussion and Analysis ("MD&A") in CGI's Annual Report on Form 40-F filed with the U.S. Securities and Exchange Commission (filed on EDGAR at, and in CGI's annual and quarterly MD&A and Annual Information Form filed with the Canadian securities authorities (filed on SEDAR at, as well as assumptions regarding the foregoing. The words "believe," "estimate," "expect," "intend," "anticipate," "foresee," "plan," and similar expressions and variations thereof, identify certain of such forward-looking statements or forward-looking information, which speak only as of the date on which they are made. In particular, statements relating to future performance are forward-looking statements and forward-looking information. CGI disclaims any intention or obligation to publicly update or revise any forward-looking statements or forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable by law. Readers are cautioned not to place undue reliance on these forward-looking statements or on this forward-looking information.

Contact Information

  • Global Communications and Investor Relations
    Lorne Gorber
    (514) 841-3355