CGI SHAREHOLDERS APPROVE THE ACQUISITION OF BELL SYGMA
The CGI Group Inc. ("CGI") announced today that at a Special General Meeting held this morning, its shareholders have voted in favour of the special by-laws amending the articles of incorporation of the Company. They have therefore approved, inter alia, the transaction according to which CGI is acquiring Bell Sygma Telecom Solutions and Bell Sygma International.
As a result of shareholder approval, the transaction will close on July 1, 1998 as planned.
CGI is acquiring these operations in exchange for 17.2 million First Preferred shares, Series 6 of CGI, at $11.49 per share reflecting the two-for-one share split effective May 1998, convertible one for one into Class A subordinate voting shares, for an aggregate amount of $197.6 million. Conversion will take place immediately after completion of the transaction.
The merger with Bell Sygma Telecom Solutions includes a 10-year contract, estimated at $4.5 billion, with Bell Canada, based on which CGI will manage Bell Canada's IT systems development and maintenance. This is the largest outsourcing contract ever awarded in Canada and one of the five largest in North America.
Bell Sygma International's activities will also be merged into those of CGI, which represents incremental annual revenue estimated at $80 million. In addition, Bell Canada and CGI have agreed to extend their strategic alliance until June 30, 2008.
CGI is the largest independent information technology consulting firm in Canada and the sixth largest in North America. It provides end-to-end IT services and business solutions to some 2,000 clients in Canada, the United States and in 25 countries around the world.
With the acquisition of Bell Sygma, CGI has more than 7,500 professionals, an annualized revenue-run rate of more than $1.1 billion and an order backlog totalling approximately $6 billion. CGI's shares (GIB.A) are included in The Toronto Stock Exchange's TSE 300 Composite and TSE 200 indexes.
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Executive Vice-President and
Chief Financial Officer