[LOGO]
BROCKER
Technology Group
BROCKER FINALIZES AGREEMENT TO ACQUIRE PROJECT CONSULTANT FIRM CERTUS
Edmonton, Alberta - SEPTEMBER 26, 2000. Brocker Technology Group Ltd. (Nasdaq:
BTGL, TSE:BKI) announced it has entered into a formal agreement to acquire
Certus Project Consulting Limited, an information technology and
telecommunication management consulting company. Under the terms of the
agreement, which is expected to close by October 31, 2000, Brocker will use its
common shares at a value of CDN $6.35 to purchase Certus for a value to be
determined based on its financial results for the 12 months ended August 31,
2000.
Certus Project Consulting (http://www.certus.co.nz), established in 1999,
specializes in assisting clients match business strategies with cutting-edge
technologies. The company, with offices in New Zealand and Australia, also
manages projects in Singapore and the United States. Its client base of
corporate and government organizations includes Microsoft, EDS, Air New Zealand,
Vodafone, The National Bank of New Zealand (owned by Lloyds Bank) and Television
New Zealand.
According to Brocker CEO, Mr. Michael Ridgway, the Certus acquisition
strengthens Brocker's Professional Services consulting arm, a key element of
Brocker's international marketing strategy. "In a relatively short period of
time, Certus has developed a strong market for its business-to-business
communication methodologies and frameworks. They have a great reputation for
providing first class business consulting, and have established themselves as an
innovator in assisting organizations to become e-business ready. In addition,
because Certus' specific methodologies have tremendous potential globally, we
plan to roll them out across our Professional Services Division as rapidly as
possible to give further impetus to the worldwide expansion of our business."
Certus Managing Director, Greg Woolley (who will remain with the company) added,
"By becoming a part of Brocker's Professional Services Division, we have become
part of a global enterprise. We will be working with Brocker to establish
Centers of Excellence company-wide B2B consulting solutions, as well as
establishing a research and development group within the Professional Services
practice so that we can remain at the forefront of technology development and
innovation."
The purchase price for the shares of Certus Project Consulting Limited is to be
the lesser or one and a half (1.5) times the sales revenue of Certus for the
year ended August 31, 2000 or twenty-one and seventy-two one hundreds (21.72)
times the net profit before tax in the same period, subject to a maximum price
of approximately CDN $1.56 million. The final purchase price will be paid with
an equivalent amount of Brocker common shares at a value of CDN$6.35 per share,
which could result in the issuance from treasury of up to approximately 245,000
common shares. The shares will be held in escrow, to be released in four equal
quarterly installments commencing August 31, 2001. The closing of this
acquisition, which is scheduled for October 31, 2000, is subject to certain
conditions, including receipt of regulatory approval.
About Brocker Technology Group Ltd.
Brocker Technology Group Ltd. http://www.brockergroup.com is a global innovator
in business-to-business communications focusing on application development,
technical consulting
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[LOGO]
BROCKER
Technology Group
services, application hosting, and vendor services (Brocker's original
technology distribution and service business). Brocker's e-communications
products, collectively called EC Suite (Enterprise Communication Suite), include
Supercession http://www.supercession.com (e-business transaction processing
software), Bloodhound http://www.bloodhound.co.nz (unified messaging software)
and Powerphone (caller ID software that also displays all of the client's
transaction history). Brocker has established partnering agreements with KPMG
and PeopleSoft. Brocker's Supercession is designed to integrate with
PeopleSoft's non-internet based ERP software.
Brocker began trading on the Nasdaq National Market on Monday, August 21, 2000.
Unless stated otherwise all dollar amounts are expressed in Canadian Dollars. As
of September 26, 2000, the Federal Reserve Bank of New York noon buying rate was
CDN $1.00 equals U.S. $0.6720.
"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995: The statements contained in this release which are not historical facts
are forward-looking statements that are subject to risks and uncertainties that
could cause actual results to differ materially from those set forth in or
implied by forward-looking statements. These risks and uncertainties include the
Company's entry into new commercial businesses; the risk of obtaining financing,
and other risks described in the Company's Securities and Exchange Commission
filings. In addition, completion of the acquisition of Certus Project Consulting
Ltd. is subject to obtaining required regulatory approvals, and there is no
assurance that such approval will be received. Product names mentioned herein
may be trademarks and/or registered trademarks of their respective companies.
The Toronto Stock Exchange has neither approved nor disapproved the information
contained herein.
CORPORATE CONTACT
Brocker Technology Group
Robert Rowell
Tel: (800) 299-7823
Email: [email protected]
Web: http://www.brockergroup.com
INVESTOR & MEDIA RELATIONS (U.S.) INVESTOR & MEDIA RELATIONS (CANADA)
Wall Street Investor Relations or [LOGO]
Lisa S. Arnold
Tel: (301) 907-4092 Toll Free: (888) 301-6788
Email: [email protected] Fax: (604) 806-3367
Web: http://www.wallstreetir.com Email: [email protected]
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