CRITICAL PATH INC
8-K, EX-99.1, 2000-08-23
BUSINESS SERVICES, NEC
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                                  EXHIBIT 99.1

    CRITICAL PATH AGREES TO ACQUIRE PEERLOGIC, INC., CONSOLIDATING DIRECTORY
SERVICES SPACE AND PROVIDING INFRASTRUCTURE TECHNOLOGY THAT TOUCHES ALL ASPECTS
                          OF THE EBUSINESS VALUE CHAIN



    San Francisco (Aug. 8, 2000) -- Critical Path Inc. (Nasdaq: CPTH), the
    dominant global provider of Business-to-business Internet messaging
    services, today announced it has signed a definitive agreement to acquire
    PeerLogic, Inc., a private, San Francisco-based provider of eBusiness
    infrastructure software. To complete the acquisition, which is anticipated
    to close in the third quarter of 2000, Critical Path will issue 6.4 million
    shares of its Common Stock and assume all outstanding PeerLogic options. The
    transaction will be accounted for as a purchase business combination.
    "Critical Path's rich set of messaging-enabled services is the ideal
    infrastructure for secure eBusiness transactions. With PeerLogic, we now
    offer the mission-critical directory and integration solutions that allow
    business information to flow between any two points in the electronic
    economy," said Doug Hickey, Critical Path's CEO. "Our solutions transform
    diverse IT environments into a cohesive resource for eBusiness. Now we can
    deliver secure, transactional information from back-end systems through
    Critical Path's high-availability messaging conduit allowing anyone,
    anywhere to do electronic business in a faster, easier, and more secure
    environment," said Dan Gregerson, CEO of PeerLogic. Critical Path and
    PeerLogic are both leading forces in the global distributed directory
    marketplace. This combination will undoubtedly establish Critical Path as a
    clear leader in this vital sector. PeerLogic's recent trusted third-party
    system wins include major offerings from organizations like EDS,
    PricewaterhouseCoopers and Britain's Royal Mail-the first government
    sponsored, countrywide security infrastructure supporting eBusiness. Trusted
    third-party services will secure a multi-trillion dollar electronic economy
    during the next few years. With existing relationships with the national
    postal services in Germany, Denmark, Finland, Ireland, Italy, The
    Netherlands and Sweden and significant meta-directory customers including
    The Associates and BNP Paribas, Critical Path is now solidly positioned to
    play a central role in building that future. "Directories are at the core of
    nearly every information exchange on the Internet and have become the
    cornerstone of eBusiness and messaging infrastructure," said Larry Gauthier,
    senior analyst of The Burton Group. "This acquisition complements Critical
    Path's existing strengths at a time when companies are increasingly
    demanding complete end-to-end communication solutions."

    Key Acquisition Benefits

       - Company expects transaction to be accretive to 2001 consensus
         estimates for revenue and earnings per share. Acquisition does not
         impact commitment to fourth quarter 2000 profitability.

       - Consolidates complementary technologies in the directory services
         marketplace and creates an extraordinary position in the eBusiness
         value chain.


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       - Complements and accelerates Critical Path's business model by
         providing additional scale and market presence in secure end-to-end
         messaging.

       - Introduces Critical Path and PeerLogic to their respective partners,
         distributors and customers such as Verisign, Baltimore and Entrust;
         Royal Mail/ViaCode and many of the world's national postal authorities;
         PricewaterhouseCoopers, KMPG, Worldcom; and others, creating new and
         diversified revenue opportunities.

       - Integrates PeerLogic's Smart Application Network capabilities to
         secure the flow of business information, even over wireless networks.

    PeerLogic Directory Services Accelerate Critical Path's Secure Messaging
    Strategy PeerLogic's LiveContent DIRECTORY(TM) is a scaleable,
    high-performance, high-capacity, comprehensive LDAP directory system
    fulfilling messaging, security, public key infrastructure (PKI), and
    corporate information requirements in stand alone and distributed directory
    environments. LiveContent DIRECTORY(TM) is widely regarded as one of the
    leading directory servers supporting global security services due to its
    reliability and ability to support millions of entries. Combining this
    directory services technology with Critical Path's InJoin(TM) Directory
    Server and InJoin(TM) Meta-Directory engine creates the most comprehensive,
    scaleable directory services solution available. In global eBusiness,
    digital signature technology is the de-facto standard, the dependency of
    every transaction being the rapid authentication of all parties via PKI
    certificates. PeerLogic's LiveContent DIRECTORY has a proven ability to
    store a vast number of PKI certificates on a globally distributed network
    without compromising the speed of transaction. Complementing, Critical
    Path's InJoin Directory Server, PeerLogic's directory also interoperates
    with the major PKI technology providers including Verisign, Entrust,
    Baltimore, and Xcert, ensuring easy and rapid implementation of a PKI
    Certificate infrastructure. Two recent PeerLogic customer wins that validate
    the extraordinary market opportunity for directory services and the robust,
    scaleable nature of it's LiveContent DIRECTORY, include the beTRUSTed
    initiative from PricewaterhouseCoopers and Britain's Royal Mail/ViaCode
    service:


       - PricewaterhouseCoopers (PwC) has chosen PeerLogic's LiveContent
         DIRECTORY(TM) as the certificate repository for their Web security
         unit, beTRUSTed, a new initiative targeting major organizations that
         require high levels of security during online B2B transactions through
         the issuance of third-party digital certificates. Customers will
         include financial service and telecommunication companies, as well as
         Fortune 2000 companies that engage in high-volume transactions. PwC
         projects that PeerLogic's LiveContent DIRECTORY could ultimately store
         more than 50 million certificates, positioning it as potentially the
         largest directory deployment in the world.

       - Britain's Royal Mail, which established the world's mail delivery
         standard 350 years ago, is now enabling secure eBusiness services using
         PeerLogic LiveContent DIRECTORY(TM) software as the security
         infrastructure for ViaCode, its global business service. Royal
         Mail/ViaCode uses digital certificate security to authorize
         transactions after rigorous proof of identity is established.
         LiveContent DIRECTORY is the strategic component in the Royal
         Mail/ViaCode offering that


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         stores and manages the digital signatures and certificates, providing
         the point of access into the trusted third party service.

    Leveraging eBusiness through Smart Application Messaging Critical Path's
    rich set of messaging-enabled services provides a comprehensive
    infrastructure for secure eBusiness transactions. With PeerLogic, Critical
    Path can now offer the mission-critical solutions that allow business
    information to flow between any two points in the electronic economy. By
    joining forces with PeerLogic and its LiveContent Suite of application
    integration solutions, Critical Path will be able to empower any
    corporation, regardless of its IT platform, database or directory services
    environment, with the ability to join disparate business data and
    communications applications into one end-to-end messaging solution.

    About PeerLogic, Inc.

    PeerLogic, Inc. creates smart application networks for eBusiness. Smart
    application networks provide the infrastructure that allows businesses to
    automate eBusiness transactions using all corporate data assets. PeerLogic
    delivers enterprise application integration solutions that maximize the
    eBusiness relationships of more than 1,000 companies worldwide. Leading
    international firms rely on PeerLogic to safely extend IT investments to the
    Internet economy. Among the over 1,000 customers in over 40 countries that
    rely on PeerLogic's products are: Allied Signal, British Telecom, BNP
    Paribas, Chase Manhattan, Citigroup, EDS, Express Scripts, Royal
    Mail/ViaCode, Verizon (formerly Bell Atlantic), Vodafone, and VW of North
    America.

    About Critical Path, Inc.

    Critical Path, Inc. (Nasdaq: CPTH) is the dominant global provider of
    complete end-to-end Internet messaging and collaboration solutions for
    wireless, Internet-centric, telecommunication and corporate businesses.
    Through its allsourcing strategy, Critical Path is the only advanced
    messaging provider to offer businesses the flexibility to outsource,
    midsource or insource all or part of their messaging and collaboration
    applications. Critical Path has built an industry-leading global
    infrastructure with data centers connected to key Internet exchange points.
    Critical Path's technology currently reaches more than 25 million end-users
    through its customer relationships including more than 25 million wireless
    devices. Critical Path provides reliable, secure, and scalable e-mail and a
    flexible suite of enhanced messaging services to partners such as E*TRADE,
    CompuServe, Network Solutions, U S West, Sprint, France Telecom, British
    Telecommunications, and ICQ. Critical Path is headquartered in San
    Francisco, with offices in locations nationwide and in Germany, England,
    Ireland, France, Italy, Switzerland, Japan, Brazil and Argentina. More
    information on Critical Path can be found at www.cp.net.

                                      # # #

    Critical Path and the Critical Path logo are the trademarks of Critical
    Path, Inc. All other trademarks are the property of their holders.

    This press release contains forward-looking statements. These statements
    maybe identified by the use of words such as "believes," "expects,"
    "anticipates," "intends," and "plans."


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    Actual results may differ materially from those anticipated in these
    forward-looking statements. These forward-looking statements are based on
    current expectations that are subject to risks and uncertainties, including
    those relating to the possible inability to complete the acquisition as
    scheduled or at all. These risks and uncertainties include those that exist
    with Critical Path's and Peer Logic's respective business operations. These
    risks and uncertainties also include those that relate to the proposed
    acquisition including risks that integration of the operations, technologies
    and products of the combined companies might not occur as anticipated, that
    management attention might be diverted from day-to-day business activities
    of both companies during the period through the closing and thereafter, and
    that greater than normal employee turnover might occur prior to and after
    the closing. Whether or not the proposed acquisition closes, actual results
    of Critical Path, including Critical Path's results of operations, may
    differ materially from historical results and our expectations of future
    results. For a more detailed description of the risks related to Critical
    Path, please refer to Critical Path's annual report of Form 10-K and the
    other reports that Critical Path files from time to time with the SEC.


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