TORONTO, March 20 /CNW/ - Angoss Software Corporation (Angoss) (TSX-V:
ANC) today confirmed completion of post-closing adjustments and receipt of
final stock exchange approvals with respect to the acquisition of the
IntelliMaxx(TM) on demand integrated marketing solutions business previously
reported in its news release dated December 29, 2008.
Under the terms of the purchase agreement, the final purchase price of
the Intellimaxx business is $1,888,000 subject to the payment of additional
consideration of up to $750,000 based on achievement of specified revenue
targets during the period from closing to January 31, 2010. The purchase
price, including additional purchase consideration if any, is funded under a 3
year secured term loan providing for payment of interest only prior to
maturity. The loan is subject to customary covenants, terms and conditions and
is subordinate to the Company's loans with its primary lender.
Angoss has elected not to draw down on the operating facility made
available in conjunction with the financing transaction implemented to support
completion of the transaction. As a result, Angoss has withdrawn its
application for regulatory approval for the issuance of any warrants in
conjunction with the draw down of that operating facility and no warrants will
be issued.
The Intellimaxx business will be operated by Angoss subsidiary Sapien
Information Services. Angoss will transfer the Intellimaxx business together
with a license for the Angoss analytics platform to Sapien effective as of
March 31, 2009. Integration of the Intellimaxx business and operations is
proceeding as scheduled.
In connection with the completion of the transaction 150,000 options have
been awarded to two Angoss executives at an exercise price of $0.32 and
expiring 5 years from the date of the grant, with vesting subject to
achievement of specified terms and conditions associated with the Intellimaxx
transaction.
Further information with respect to the acquisition of Intellimaxx and
the formation and capitalization of Sapien will be detailed in the Company's
2008 Annual Report which is expected to be distributed to shareholders in late
March, 2009.
About Angoss Software Corporation
Angoss Software empowers people to make "Better Business Decisions.
Every Day."(TM)
Some of the world's leading financial services, telecom, life sciences,
and retail organizations use Angoss predictive analytics software and services
to grow revenues, while reducing risk and cost. Angoss helps our clients
utilize business data to discover the key drivers of behavior, predict future
trends and events, and act with confidence when making business decisions.
Angoss combines powerful market proven software with focused industry
services expertise in the deployment, integration and use of predictive
analytics in enterprise environments. Our differentiators include broad user
acceptance, a commitment to open standards, rich functionality, rapid
deployment, exceptional ease-of-use and affordability.
For more information, visit www.angoss.com.
This press release contains statements of a forward-looking nature. These
statements are made under the "safe harbor" provisions of the U.S. Private
Securities Litigation Reform Act of 1995. The accuracy of these statements may
be impacted by a number of business risks and uncertainties that could cause
actual results to differ materially from those projected or anticipated,
including: the risk that the sale of our products and services involves a long
sales cycle; the risk that the economic environment and business conditions
will remain difficult to predict; the risk of competition in our target
markets; the risk that we may not respond adequately to evolving technologies;
the risk that we or our customers may have difficulties in introducing our
products or services; the risk that we will encounter difficulties in
continuing to offer services; the risk that we will encounter difficulties in
integrating the operations of acquired companies with our own; the risks of
conducting our operations in a variety of international locations; the risk
that we may need to record future write-downs of assets arising from our
investments in other companies; the risks relating to the costs that we may
incur as a result of litigation against us; and other risks described in our
filings with securities regulatory authorities, including our annual reports,
interim financial statements and similar disclosure documents. ANGOSS Software
does not undertake any obligation to update this forward-looking information
after the date of its initial publication, except as required under applicable
law.Note: The Toronto Venture Exchange has neither approved nor disapproved
the above information.
For further information: Lon Vining, Chief Financial Officer, (416)
593-2420, lvining@angoss.com
