Fortsum Business Solutions in exclusive discussions with GFI Solutions Group with respect to an $0.82 per share acquisition proposal



    QUEBEC CITY, Feb. 2 /CNW Telbec/ - Fortsum Business Solutions Inc. (the
"Corporation") (TSX Venture: FRT) today announced that is has received from
GFI Solutions Group Inc. ("GFI Solutions Group") a non-binding proposal to
acquire all of the outstanding shares of the Corporation at a price of $0.82
in cash per share and has agreed to grant exclusivity to GFI Solutions Group
until March 6, 2009. The Board of Directors of the Corporation has agreed to
grant such exclusivity in the context of the strategic alternatives review
process previously announced by the Corporation on May 26, 2008 and after
seeking interest, through its financial advisor CIBC World Markets Inc., from
a wide variety of parties during the past eight months.
    Mr. Louis Lessard, the largest shareholder of the Corporation through
Financière GMSL S.A., Messrs. François Taschereau and Denis Ratté, two of the
co-founders of the Corporation, Mr. André Thompson, Chairman and Chief
Executive Officer of the Corporation, Fonds d'intervention économique régional
(Fier Succès) and Gestion Allard et Dubé Inc., holding as a group
approximately 41 % of the outstanding shares of the Corporation, have agreed
to support the transaction contemplated by the non-binding proposal should the
Corporation and GFI Solutions Group enter into a binding agreement with
respect to such transaction prior to the end of the exclusivity period.
    The purchase price of $0.82 in cash per share contemplated by GFI
Solution Group's non-binding proposal would value the Corporation's equity at
approximately $43 million. The proposed purchase price represents a premium of
42% over the 20-day volume weighted average trading price of $0.58 per share
on the TSX Venture Exchange for the period ended on January 30, 2009.
    GFI Solution Group's non-binding proposal is subject to confirmatory due
diligence, financing, execution of definitive legal documentation, including
lock-up agreements with the shareholders identified above and certain
additional shareholders, and other customary conditions. There is no assurance
that the negotiations with GFI Solutions Group will result in a binding offer
being made for the shares of the Corporation. See "Forward-looking
Information".
    The Corporation has agreed to reimburse GFI Solutions Group its
reasonable, documented out-of-pocket expenses in certain circumstances,
including in the event that the Corporation terminates or breaches its
exclusivity obligations before the end of the exclusivity period. In addition,
if the Corporation terminates or breaches such exclusivity obligations or a
third-party makes or announces an alternative acquisition offer during the
exclusivity period and, in each case, an alternative acquisition offer is
consummated within five months, the Corporation has agreed to pay GFI
Solutions Group an amount of $650,000 (less any expenses reimbursement payment
previously made by the Corporation).
    The Corporation intends to make no further announcements or comments
unless the circumstances so warrant.

    About Fortsum Business Solutions

    Fortsum Business Solutions Inc. is mainly involved in the development,
integration, marketing and support of accounting, commercial and banking data
management software. For more information: www.fortsum.com.

    About GFI Solutions Group

    Based in Montreal, GFI Solutions Group is a leader in Canadian IT
consulting services and products to businesses and public and semi-public
sectors, including management consulting, application development, system and
application integration, outsourcing and technical writing services. GFI
Solutions Group has also developed three Excellency centers in transactional
systems and back-office applications for the banking industry, and ERP
solutions. With 750 employees, GFI Solutions Group is part of the top 25 IT
products and services consulting firms in Canada. It is also a member of the
GFI Informatique group, an international organization with over 9,500
collaborators worldwide and revenues exceeding one billion CAD. For more
information about GFI Solutions Group, please visit www.gfisolutionsgroup.com.

    Forward-looking Information

    This press release contains forward-looking statements relating to the
proposed acquisition of the Corporation. Statements based on management's
current expectations contain known and unknown inherent risks and
uncertainties. Actual results may vary from forecasts. The reader should not
place undue faith in forward-looking information. GFI Solutions Group's
non-binding proposal is subject to certain conditions. Failure to enter into
definitive legal documentation and complete the acquisition proposal could
have a material adverse effect on the trading price of shares of the
Corporation.

    Neither TSX Venture Exchange nor its Regulation Services Provider (as
    that term is defined in the policies of the TSX Venture Exchange) accepts
    responsibility for the adequacy or accuracy of this release.
    %SEDAR: 00019855EF




For further information:

For further information: André Thompson, Chair of the Board and Chief
Executive Officer, athompson@fortsum.com; Dany Beaudet, Corporate
Communications Coordinator, (418) 877-5051, ext. 2272, 1-888-268-0088, F:
(418) 877-9994, dbeaudet@fortsum.com

Organization Profile

FORTSUM BUSINESS SOLUTIONS INC.

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