Montreal-based BiblioMondo, or its parent company ISACSOFT, may not be one of the most recognizable names in the library automation industry in the United States, but it’s a major company in the French-speaking sector of the industry. Tracing its roots through companies including Best-Seller and ALS International, BiblioMondo provides the Portfolio and Concerto automation systems to public libraries in Quebec and France, with smaller number of customers in Europe and the United States. The company offers Zones as a front-end interface for both Concerto and Portfolio.
BiblioMondo has undergone a number of organizational changes in its history. Its most recent phase has been as the library automation division of ISACSOFT, a public company traded on the Toronto Venture Exchange (TSX-V ISF). The company will now make the transition to a private company wholly owned by Ronald Brisebois, the current Chairman, CEO, and President of ISACSOFT. ISACSOFT, originally formed to be involved in a variety of technology-related business activities, has scaled back and will focus on library automation, with BiblioMondo as its primary operating division.
The sale of ISACSOFT to Brisebois represents a major transition for the company, providing a sense of stability to the company which for the last few years has been uncertain at best. In February 2007 ISACSOFT announced it would enter into a review of its strategic alternatives, including the possibility of being acquired by another company. The current transition concludes this strategic review, with the result that the company will go forward under private ownership. Brisebois believes that the company can be run more efficiently and effectively without the overhead imposed by public ownership and remains optimistic regarding its prospects for future growth. According to Brisebois, “The company is no longer for sale.”
Products: Portfolio, Concerto, and Zones
BiblioMondo offers two major library automation systems, the Portfolio library automation system and Concerto. The company has developed the Zones Webbased interface that can be used with either Portfolio or Concerto.
BiblioMondo is sold primarily to libraries in Quebec and France. Some of the larger implementations of Portfolio include special libraries of the Paris library system (not the branch libraries), the city of Lyon, and Montpellier. The company recently signed contracts with the City of Drummondville and Come Saint-Germain libraries in France.
Only a handful of libraries in the United States use Portfolio. The marketing effort for this region initiated in 1993 was short-lived, but some of the libraries that purchased Best-Seller continue today with Portfolio, including the Cerritos Public Library in California.
BiblioMondo also supports Concerto developed by ALS International, which was sold to public libraries primarily in the United Kingdom and Europe. This system has not seen substantial sales in recent years and many of the libraries running it have migrated to other systems.
Details of the Transaction
Ronald Brisebois, current Chairman, President, and CEO of ISACSOFT, will purchase all outstanding shares of the company and assume complete ownership. Prior to this transaction, Brisebois was the largest stockholder, holding about 14 percent of company shares. The first step of the transition of the company involved the purchase of 13.78 percent of the company stock held by Desjardins Venture Capital at $CDN 0.33 per share, giving Brisebois ownership of 28 percent of the company. Over the next few months, Brisebois will purchase shares from the remaining investors.
The corporate histories of BiblioMondo and ISACSOFT involve a complex set of transactions spanning several decades. BiblioMondo, prior to its acquisition by ISACSOFT, was already a consolidated company with a long history of involvement in library automation.
ISACSOFT was formed more recently, buying and selling a number of companies in various sectors until it settled into its current strategy focused solely on library automation.
BiblioMondo was formed in 2001 through the merger of Best-Seller and ALS International, backed by a consortium of venture capital firms. Led by Ian Farquharson and Jean-Pierre Theoret, BiblioMondo brought together two major library automation firms, each with its own geographic niche, into a somewhat larger company with a broader impact on the international library automation scene.
BiblioMondo, and its antecedent companies Best-Seller, Infocentre, and Info-Botique, specialized in creating business software based on a fourth-generation language (4GL) it created named Speedware. The company created software for several other business sectors other than library automation. The company’s current flagship product, Portfolio, is based on Speedware.
In its October 2000 acquisition of ALS International, BiblioMondo gained control of the Concerto library automation system. While the company has continued to perform some development on Concerto, its position in the market continues to slip. Many of the libraries that have implemented Concerto have migrated to competing products.
ALS International was based in Herfordshire, England, with subsidiaries in the Netherlands, Germany, and France. ALSi traces its roots to Automated Library Systems, founded in 1969.
Formed in 2001 through the merger of Best-Seller and ALS International Jan 1, 2001, Best-Seller begins operating under the name BiblioMondo
Ronald Brisebois launched ISACSOFT in 2003 with a strategy to build a computer services company involved in a diverse set of industries, generally focused on e-learning technologies. In 2003-2004, ISACSOFT completed a series of strategic acquisitions, culminating in the purchase of BiblioMondo in September 2004. BiblioMondo ranked as ISACSOFT’s largest acquisition and is now the sole focus of the company. ISACSOFT has since divested its other business units.
The beginnings of ISACSOFT must be framed in the context of the demise of Cognicase, a very large Canadian computer services company founded and led by Ronald Brisebois. Cognicase grew into the second largest computer services company in Canada, employing over 4,800 with net revenues exceeding US$ 500 million. This company met its end in January 2003 when it was acquired by CGI, the largest computer services company in Canada in an unsolicited hostile take-over. The value of the acquisition was US$ 300 million.
Though Brisebois relinquished control of the company as it was absorbed within CGI, the acquisition of his stock left him with more than adequate resources to continue his entrepreneurship and launch a new company. The resources gained in the sale of Cognicase make it well within Brisebois’ means to acquire all the stock of ISACSOFT from its other investors. Moving forward from Cognicase,Brisebois launched in April 2003 a new company called Information Solutions Analytics Compliance (ISAC) Technologies. Brisebois intended to assemble a new computer services company, but with a different focus and on a smaller scale than Cognicase. This new company would build its business on various aspects of e-learning technologies.
Shortly after its founding, it initiated a series of strategic acquisitions, commencing with a company named ZAQ, essentially an insolvent shell company. ZAQ was re-launched with a new board of directors and corporate officers. Through a number of transactions a new company was assembled, transformed, and eventually downsized:
- Nov 2003. ZAQ acquired Nobelia, Inc, a software and services company based in Victoria, Quebec.
- Feb 2004. ZAQ acquired CogniScience Enterprises, Inc., a company specializing in e-learning technologies, offering The Learning Equation (TLE) as its key product. This company based its products on RAINBOW, an XML-based technology platform for e-earning product development.
- Feb 2004. ZAQ acquired Silver Leap Technologies, a software development company offering solutions for engineering firms.
- Feb 2004. ZAQ changes its name to ISACSOFT, traded on the TSE Venture Exchange under the symbol ISF.
- Feb 2004. ISACSOFT attempts to acquire Logo Computer Systems, an international company specializing in e-publishing and e-learning software for educational institutions. This acquisition did not complete.
- Feb 2004. ISACSOFT acquires Rate4Me, a company that developed software for the insurance industry.
- June 2004. ISACSOFT formally acquires ISAC Technologies, a company already closely related and under the leadership of Brisebois.
- Sep 2004. ISACSOFT acquires Americam, Inc., a company involved in smart card technologies.
- Sep 2004 ISACSOFT acquires BiblioMondo for CDN$ 13 million.
- Jan 2005. ISACSOFT attempted to acquire Synesis Desktop Publishing Consultants, but by May 2005 announced that it had terminated discussions. Based in Montreal, Synesis offered training in business productivity applications and recruiting services.
- Jan 2005. ISACSOFT acquires a data center from Groupe Conseil O.S.I. in support of its Software as a Service offerings.
- Feb 2007. ISACSOFT announces review of strategic alternatives.
- Jun 2007. ISACSOFT relocates its headquarters and software development operations to smaller and less costly facilities in Montreal.
- Oct 2007. ISACSOFT sells its Versalys training division to Synesis, Inc, a company it attempted to acquire in Jan 2005 for $400,000 in cash; other considerations increase the value of the sale to $800,000. The Versalys division of ISACSOFT subsumes all its business activities not related to library automation.
- Feb 2008. ISACSOFT announces intent to become private.
Today, BiblioMondo ranks as a mid-sized library automation company, employing a total of about 95 personnel. The company operates on a much smaller scale than in the earlier days of ISACSOFT when it was involved in multiple business sectors. At the end of 2004, ISACSOFT employed 250 personnel, by 2005 it scaled back to 120. The company saw some growth by the end of 2006, employing 150.
Perspective: Public Versus Private Ownership
Almost all the companies involved in the library automation industry operate under private ownership. Even the largest companies, such as SirsiDynix, rank far below the size of a typical publicly-traded corporation. The few attempts at operating public companies in the field have not found great long-term success.
The current business climate imposes a great deal of overhead for public companies, providing strong incentives for private ownership. For small companies the overhead involved in operating as a public company can present a large financial burden. Public companies must comply with strict regulations regarding accounting procedures, reporting, and insurance.
Brisebois indicated that for a company the size of ISACSOFT, the cost of meeting these requirements totaled over $CDN 700,000 annually. More importantly, private ownership by a single entity gives a company more flexibility in formulating business strategies. Rather than having to vet major corporate strategies through a board of directors representing the major shareholders, a company owned by a single entity can set directions according to its own judgment.
The library automaton industry has not been a good environment for public companies. Auto-Graphics stands as the last remaining public company in the industry. Even this company minimally qualifies, following the deregistration of its common stock in May 2004. The company currently reports its public filings on the Pink Sheets LLC. Robert Pope, the Chairman of Auto-Graphics, stated very similar circumstances as ISACSOFT, especially the high cost of the SEC reporting requirements and the competitive disadvantages of full reporting in a market of primarily private companies.
Geac, one of the main competitors of the industry in the 1980’s and 1990’s operated as a public company. The company grew to a very large scale and its library automation division represented a small portion of its overall business activities. The business history of Geac included many advances and setbacks as it made strategic acquisitions. Geac made the transition from public to private hands when Golden Gate Capital, a large private equity firm, acquired it and merged it into Infor. Today, Infor Library and Information Systems operates as a very small business unit of a very large and diverse company.
Data Research Associates operated as a public company from its initial public offering in April 1992 through its acquisition by Sirsi Corporation in May 2001. Though the company was very successful during the time it was public, it ultimately was outmaneuvered in the industry and was acquired by a private company supported by venture capital.
Ex Libris attempted to go public in September 2005 trough an initial public offering on the London-based AIM stock exchange. The proposed IPO ultimately failed to raise the level of capital desired by the company and did not go forward. Less than a year later, in July 2006, the company was acquired by private equity firm Francisco Partners.
The transition of BiblioMondo to private ownership brings it more in line with the business model that presently prevails in the library automation industry. The company remains basically intact. Given the other possible outcomes, such as acquisition by a competitor, this transition provides continuity and avoids disruption to the company’s library customers. In an industry phase characterized by consolidation and acquisition by private equity firms, the recent transition of BiblioMondo bucks the trend as it embraces an ownership model more consistent with the library automation industry at large.