CGI Group Inc. (CGI) (TSX: GIB.A; NYSE: GIB) announces that it has established the proration of payment in cash and shares of the additional common shares of Cognicase Inc. (Cognicase) validly deposited at or prior to midnight on January 24, 2003, being the expiry time of the offer made by CGI on December 6, 2002, as amended, (the "Offer") to acquire all of the outstanding common shares of Cognicase. CGI's total purchase price payable pursuant to the Offer is subject to a maximum payable consideration of 56% cash and 44% CGI shares.
The proration, established specific to the take-up and acceptance for payment of 4,898,473 additional common shares of Cognicase validly deposited by shareholders of Cognicase at or prior to midnight on January 24, 2003, is as follows:
· Cognicase shareholders who elected payment for their Cognicase shares in cash will receive 100% of these shares in cash, representing $4.50 cash per Cognicase share; and
· Cognicase shareholders who elected payment for their Cognicase shares in CGI shares will receive approximately 64.44% of the proration in CGI shares, representing approximately 0.4067 Class A Subordinate Shares of CGI for each Cognicase share, and the balance of approximately 35.56% in cash, representing approximately $1.60 cash for each Cognicase share.
Cheques and CGI share certificates will be mailed or otherwise made available today.
About CGI
Founded in 1976, CGI is the fourth largest independent information technology services firm in North America, based on its headcount. CGI and its affiliated companies employ more than 21,000 professionals. CGI's annualized revenue run-rate is CDN$3 billion (US$2 billion) and at December 31, 2002, CGI's order backlog was CDN$10.7 billion (US$7.1 billion). CGI provides end-to-end IT and business process services to more than 3,500 clients worldwide from offices in Canada, United States and Europe. CGI's shares are listed on the TSX (GIB.A) and the NYSE (GIB) and are included in the TSX 100 Composite Index as well as the S&P/TSX Canadian Information Technology and Canadian MidCap Indices. Website: www.cgi.com.
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For more information:
CGI:
Investor relations
Julie Creed
Vice-president, investor relations
(312) 201-4803
Ronald White
Director, investor relations
(514) 841-3230
Media relations
Eileen Murphy
Director, media relations
(514) 841-3430
