Nexient Response to TSX Review



    TORONTO, Dec. 7 /CNW/ - Nexient Learning Inc. ("Nexient") (TSX: NXN)
responds to the announcement of review of listing requirements by the Toronto
Stock Exchange ("TSX").
    On December 5, 2007, the TSX announced that it is reviewing the
eligibility of the common shares of Nexient for continued listing on the TSX.
In particular, the TSX is examining (i) the financial condition and/or
operating results of Nexient; (ii) whether the public distribution price or
trading activity of the shares has been so reduced as to not warrant continued
listing; (iii) that the market value of the listed shares has been less than
$3.0 million for 30 consecutive trading days; and (iv) that the market value
of the publicly held listed shares has been less than $2.0 million for 30
consecutive trading days. Nexient has been granted until February 18, 2008 to
regain compliance with these requirements.
    Nexient and its representatives are currently in discussion with the TSX
regarding this matter. Should the TSX decide to de-list the shares of Nexient,
the shares may qualify for listing on the TSX Venture Exchange or NEX.
Shareholders will be kept apprised of the status of the TSX listing, and other
developments affecting Nexient, as this process advances.
    As previously announced, on November 14, 2007, Nexient entered into a
Memorandum of Understanding (the "MOU") with a third party and Nexient's
debenture holders regarding a recapitalization of the Company. There can be no
assurance that any binding agreement will result from this MOU or that any
transaction will be completed that would put the Company in a position to meet
the TSX listing requirements.
    As part of the potential recapitalization, Nexient has reached an
agreement with its debenture holders regarding an extension for a period up to
February 8, 2008, subject to certain conditions, in respect of debt that was
to mature on November 8, 2007. Nexient expects that such extension should be
sufficient to permit the closing of the recapitalization contemplated by the
MOU entered into on November 14, 2007.

    About Nexient Learning Inc.

    Nexient Learning Inc. is the largest corporate training and consulting
company in Canada. Nexient delivers the broadest choice of top calibre,
industry-recognized curricula in information technology, business process
improvement and leadership and business skills. Nexient's learning services
include learning management systems, curriculum development and strategic
consulting. With 18 locations across Canada, Nexient offers innovative
learning solutions in both classroom and online formats. Nexient is traded on
the Toronto Stock Exchange as "NXN". More information is available on the
company's website at www.nexientlearning.com.

    Forward Looking Statements

    This press release contains forward-looking statements. Forward-looking
statements involve known and unknown risks, uncertainties and other factors
including economic conditions which may cause the actual results, performance
or achievements of the Corporation to be materially different from any future
results, performance or achievements expressed or implied by the
forward-looking statements. As previously announced, the Company is assessing
all available financing opportunities that will allow the Company to meet its
debt obligations that mature in February 2008. The Company will use its best
efforts to complete such a financing transaction but can make no assurances
that such a transaction will be completed and if so when. The Company has
focused its efforts on realizing the synergies of its acquired intellectual
property for the purpose of revenue growth however revenue growth may not be
achieved because of customer demand, plan execution or competitive forces.
There can be no assurance that the financing will be completed or that other
forward-looking statements will prove to be accurate and readers should not
place undue reliance on forward-looking statements. The Corporation
specifically disclaims any obligation to update these forward-looking
statements.
    %SEDAR: 00002373E




For further information:

For further information: Donna de Winter, CFO Nexient Learning Inc.,
(416) 964-8688 x2636, ddewinter@nexientlearning.com

Organization Profile

NEXIENT LEARNING INC.

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