TORONTO, Sept. 10 /CNW/ - Home Capital Group Inc. ("Home Capital") (TSX:
HCG) and Payment Services Interactive Gateway Corp. ("PSiGate") (TSX-V: PSG)
jointly announce the mailing today of Home Capital's Offer and Circular and
PSiGate's Directors' Circular, in connection with Home Capital's offer (the
"Offer") to acquire all of the common shares of PSiGate ("Shares") for cash
consideration of $1.60 per share.
The Offer represents an enterprise value for PSiGate of approximately
$18.4 million. Home Capital's Offer and Circular, and PSiGate's Directors
Circular, were previously approved by the representative party's board of
Home Capital's Offer is open for acceptance until 5:00 p.m. (Toronto
time) on October 16, 2007, unless extended or withdrawn by Home Capital.
The Offer is conditional upon acceptance by holders of not less than
66 2/3% of PSiGate's Shares as well as receipt of all necessary regulatory
approvals and certain other customary conditions.
Anthony Palumbo, the President and Chief Executive Officer of PSiGate,
and Robert Fenos, the Chief Operating Officer of PSiGate, have irrevocably
agreed to tender all of their Shares to the Offer. Mr. Palumbo owns 2,817,318
Shares and 314,000 options to purchase Shares, and Mr. Fenos directly and
indirectly owns 1,816,607 Shares and 264,000 options to purchase Shares, which
in aggregate represent approximately 45.4% of the outstanding Shares on a
fully diluted basis.
About Home Capital
Home Capital Group Inc. is a holding company, publicly traded on the
Toronto Stock Exchange (HCG), operating through its principal subsidiary, Home
Trust Company. Home Trust is a federally regulated trust company offering
deposit, mortgage lending, retail credit and credit card issuing services.
Licensed to conduct business across Canada, Home Trust has offices in Ontario,
Alberta, British Columbia, Nova Scotia and Quebec.
PSiGate empowers businesses on the Internet by providing secure,
cost-effective and trusted e-commerce solutions. PSiGate provides an easy and
seamless interface to new or existing online storefronts, offering a reliable
means of both real-time and batch payment collection and financial transaction
processing. PSiGate provides Internet Merchant Accounts (Merchant IDs) for
North American based businesses. As at the date of this press release, PSiGate
has 10,574,469 common shares outstanding and 914,000 options to purchase
This document may contain forward-looking statements, relating to Home
Capital's or PSiGate's operations or to the environment in which it operates,
which are based on the respective company's operations, estimates, forecasts
and projections. These statements are not guarantees of future performance and
involve risks and uncertainties that are difficult to predict, and/or are
beyond such company's control. A number of important factors could cause
actual outcomes and results to differ materially from those expressed in these
forward-looking statements. These factors include those set forth in other
public filings. Consequently, readers should not place any undue reliance on
such forward-looking statements, whether as a result of new information,
future events or otherwise.
The TSX Venture Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this release.
For further information:
For further information: Gerald M. Soloway, President & CEO, or Nick
Kyprianou, Sr. Vice President & COO, Home Capital Group Inc., (416) 360-4663,
www.homecapital.com; Anthony Palumbo, President & CEO, Payment Services
Interactive Gateway Corp. (PSiGate), (905) 567-4000 ext. 241,