ISACSOFT INC. (TSX Venture Exchange: ISF) announced the results of the voting at the Special Meeting of Shareholders and a customer focused strategy.
The Special Meeting of the Shareholders was held on January 6, 2005 in Montreal. The Shareholders approved the resolutions contained in the management information circular dated November 24, 2004 which were as follows:
\The acquisition of ISAC Technologies under the terms as contained in the management information circular and the increase in the number of shares available for grants under the Class “A” Stock Option Plan were approved. The acquisition of ISAC Technologies remains subject to obtaining of all requisite approvals or exemptions from the Autorité des marchés financiers of Quebec and the TSX Venture Exchange.
The Board of Directors was expanded from six to nine members with the additions of:
- Mr. J.V.R. Cyr
- Mr. Stephane Gonthier
- Mr. Michel Lozeau
- Mr. Bruno Riverin;
and, the reelection of:
- Mr. Pierre Boivin
- Mr. Ronald Brisebois
- Mr. Claude Castonguay
- Mr. Jean Goulet
- Mr. Vincent Salvati
“The addition of Messrs. Cyr, Gonthier, Lozeau and Riverin add further strength and business diversity to the ISACSOFT Board” commented Mr. Ronald Brisebois, President and Chief Executive Officer, “and non-management Directors now hold seven of the nine Board seats.”
The Shareholders also approved an amended resolution concerning the proposal regarding the Share Consolidation and Share Redesignation. Under the terms of the amended resolution, the Board of Directors has been granted the authority to determine both the final consolidation ratio, not to exceed the 10 for 1 as originally proposed, and, also the timing and advisability of implementing the share consolidation. The main purpose of the share consolidation is to bring the number of shares outstanding into line with the current size of ISACSOFT, and to have a share price that would meet the listing requirements of the Toronto Stock Exchange.
Mr. Brisebois commented, on behalf of the Board that, “we will not implement this consolidation unless it is consistent with our announced intention to move from the TSX Venture Exchange to the Toronto Stock Exchange, and, that it would have a beneficial effect for all of our shareholders.”
Mr. Brisebois also gave a brief update on the progress made by ISACSOFT in implementing its overall strategy with an increasing emphasis on customer focus with solutions in Knowledge Management and Flash Learning. As part of that strategy, ISACSOFT also announced the completion of the acquisition of a data centre and related assets under terms previously announced on December 17, 2004 which provides additional capabilities to host these solutions for customers.
ISACSOFT is a provider of content-based software solutions to its international customers. The revenue model is based on software licenses, copyrighted content development, recurring revenues and services. The solutions of ISACSOFT include knowledge management, e-Learning management, Library management, document management. ISACSOFT is headquartered in Montreal, Canada and supports operations in Quebec City, New York, Paris, London, Cologne, and The Hague, as well as an international network of distributors.
Certain statements in this news release are not historical and may constitute forward‑looking statements reflecting ISACSOFT's current expectations in the knowledge technology collaborative solutions businesses. Investors are cautioned that all forward-looking statements involve risks and uncertainties, including, without limitation, changes in market and competition, technological and competitive developments, cooperation and performance of strategic partners, and potential downturns in economic conditions generally. Forward-looking statements are based on management's estimates, beliefs and opinions on the date the statements are made. ISACSOFT assumes no obligation to update forward-looking statements if circumstances of management's estimates, beliefs or opinions should change. Additional information on these and other potential factors that could affect the company's financial results are detailed in documents filed from time to time with the Autorité des marchés financiers, and available on SEDAR.
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.
ISACSOFT is a public company traded on the Toronto Venture Exchange under the symbol "ISF". More information can be found on the corporate Web site at www.isacsoft.com.