Crescendo Investments II, LLC

August 22, 2005 08:18 ET

Crescendo Files Dissident Proxy Circular on SEDAR in Respect of Geac Computer Corporation's Annual Meeting to be Held on September 13, 2005

NEW YORK, NEW YORK--(CCNMatthews - Aug. 22, 2005) - Crescendo Investments II, LLC -

In respect of Geac Computer Corporation Limited's ("Geac") Annual General Meeting of common shareholders scheduled to be held on September 13, 2005, Crescendo Investments II, LLC ("Crescendo Investments"), a Delaware limited liability company, filed on SEDAR a dissident proxy circular on behalf of Crescendo Partners II, L.P., Series F ("Crescendo Partners").

Crescendo Investments is the general partner of Crescendo Partners, a holder of approximately 5% of Geac's outstanding common shares. The managing member of Crescendo Investments II, LLC is Eric Rosenfeld.

Crescendo Investments intends to mail its dissident proxy circular to Geac's shareholders today. Crescendo Partners has engaged the services of Innisfree M&A Incorporated to assist in its proxy solicitation.

The dissident proxy circular outlines the matters that Crescendo intends to bring before the meeting to be voted on by Geac shareholders, including the election of certain nominees of Crescendo Partners to Geac's board of directors. Eric Rosenfeld, President of Crescendo Partners said, "We are proposing nominees to the Geac board to provide all shareholders with improved board representation. We are concerned that given its large cash position and available credit line, Geac will overpay for an acquisition that could destroy shareholder value. Our nominees will also advocate the hiring of an investment bank by Geac to explore strategic options". Mr. Rosenfeld added "We urge shareholders to wait until receiving our proxy material before deciding how to vote at the upcoming annual general meeting".

The dissident proxy circular is available through the SEDAR website at www.sedar.com.

Cautionary Note Regarding Forward Looking Statements:

This press release contains forward-looking statements of Crescendo Investments' intentions, beliefs, expectations and predictions for the future. These forward-looking statements often include use of the future tense with words such as "will," "may," "intends," "anticipates," "expects" and similar conditional or forward-looking words and phrases. All forward looking statements are inherently uncertain as they are based on various expectations and assumptions concerning future events and they are subject to numerous known and unknown risks and uncertainties which could cause actual events or results to differ materially from those projected. Investors are cautioned not to place undue reliance on these forward-looking statements. Crescendo Investments undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect any future events or circumstances.

Contact Information

  • Crescendo Partners, Eric Rosenfeld
    President, Chief Executive Officer and
    Managing Member of Crescendo Investments
    (212) 319-7676
    or
    Innisfree M&A Incorporated, Alan Miller
    Co-Chairman, Managing Director
    (212) 750-5831