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FILED BY ELTRAX SYSTEMS, INC.
PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933
COMMISSION FILE NO.: 0-22190
SUBJECT COMPANY:
ELTRAX SYSTEMS, INC.
THE FOLLOWING COMMUNICATION IS FILED PURSUANT TO RULES 165 AND 425 PROMULGATED
UNDER THE SECURITIES ACT OF 1933, AS AMENDED. INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED IN THE
REGISTRATION STATEMENT ON FORM S-4 FILED BY ELTRAX SYSTEMS, INC. WITH THE
SECURITIES AND EXCHANGE COMMISSION IN CONNECTION WITH THE PROPOSED MERGER WITH
CEREUS TECHNOLOGY PARTNERS, INC. BECAUSE IT CONTAINS IMPORTANT INFORMATION.
INVESTORS AND SECURITY HOLDERS MAY OBTAIN A FREE COPY OF THE JOINT PROXY
STATEMENT/PROSPECTUS FILED BY ELTRAX SYSTEMS, INC. WITH THE SEC AT WWW.SEC.GOV.
[ELTRAX LOGO]
400 Galleria Parkway
Suite 300
Atlanta, GA 30339
NEWS RELEASE
For Immediate Release, August 30, 2000
MEDIA CONTACT: INVESTOR CONTACT:
Pam Sanders Jennifer L. Pepper
Director of Marketing Investor Relations
Eltrax Systems, Inc. Eltrax Systems, Inc.
678.589.3565 678.589.3579
[email protected] [email protected]
ELTRAX SYSTEMS AND CEREUS TECHNOLOGY PARTNERS ANNOUNCE NEW NAME AND POSITIONING
STRATEGY FOR COMBINED COMPANY
Verso Technologies to be launched as a powerhouse in the full service provider
category
ATLANTA, GA - (August 30, 2000) - Eltrax Systems, Inc. (NMS:ELTX) and Cereus
Technology Partners, Inc. (NMS:CEUS), today announced their intent to launch the
combined company under the
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name Verso Technologies, Inc., and that a new positioning and brand strategy
will reflect a new value proposition for clients. Subject to approval by the
stockholders of both Eltrax Systems and Cereus Technology Partners and the
satisfaction or waiver of all closing conditions, the name change and the merger
are expected to be effective by September 29, 2000.
"This merger will mark the latest phase in our long evolution into a true
end-to-end Full Service Provider (FSP)," said Steve Odom, chief executive
officer of Cereus, who also becomes CEO of Eltrax on September 1, 2000. "Eltrax
has spent eleven years building network and application services as core
competencies. Customers value that long history and the track record for success
that comes with it. Add to that the experience and reputation of the Cereus team
and you simply cannot find another Full Service Provider or Application Service
Provider with more experience."
As a FSP, Verso Technologies will plan, build and run end-to-end application
solutions that advance clients' business objectives by improving their
profitability, efficiency, speed and/or customer service capabilities. Verso can
be singularly accountable for every aspect of clients' technology
infrastructure, while allowing clients to stay focused on their own core
competencies. "Companies today must assess the entire scope of their business
models, people, systems and processes to deliver better service to their
customers and create a distinct competitive advantage," said Odom. "The power of
our multidisciplinary approach is that we can help clients with the strategy, as
well as the implementation and on-going management of their technology plan. We
can deliver one part or all depending on each customer's needs. As we tell our
clients, if your only tool is a hammer, then your only solution is a nail. We
come to the table equipped with the entire toolbox. Companies need that kind of
strategic thinking if they want to stay competitive in today's marketplace,"
Odom added.
Although Verso's formal brand launch is slated for mid October, Odom provided
some insight into the strategy behind the company's new name. "As an end-to-end
provider, we can really see our client's businesses from a big picture
perspective and can deliver a variety of solutions that independently or
collectively can revolutionize their businesses. "Verso" is a Latin word that
means, "to turn over in the mind or to think of; to engage; to change or to
influence". The word represents basic concepts that are at the very heart of our
value proposition. Armed with tools to see the whole picture, we're able to
deliver forward thinking, strategic solutions that engage clients and help them
become more competitive."
Upon completion of the merger, the combined entity of Eltrax Systems and Cereus
Technology Partners will trade on the Nasdaq Stock Market under the symbol VRSO.
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Investors and security holders are urged to read the definitive joint proxy
statement/prospectus included in the registration statement on Form S-4 filed by
Eltrax systems. (NASD:ELTX) with the Securities and Exchange Commission (SEC) in
connection with the proposed merger with Cereus because it contains important
information. Investors and security holders may obtain a free copy of the
definitive joint proxy statement/prospectus filed by Eltrax Systems with the SEC
at the SEC's Web site, www.sec.gov.
ABOUT ELTRAX SYSTEMS, INC.
Eltrax Systems is a full service application services provider (ASP) that plans,
builds and runs the technology that high-growth businesses need to take care of
their internal and external customers. Eltrax offers a front and back office
suite of native web applications including, a CRM solution (customer
relationship management), iMessaging(TM), (email and collaboration),
HRe-source(TM) (human resource), NetWATCH OnLINE(TM) (remote monitoring and
network management), and AppVIEW OnLINE(TM) (remote application monitoring and
management). As a full service ASP, Eltrax delivers end-to-end customer
solutions, including custom and packaged applications, software integration
services, IT consulting, hosting and customer care. Eltrax is headquartered in
Atlanta, Georgia, and is continually expanding its portfolio of services to new
offices, business partners and agents worldwide. For more information visit the
Eltrax Web site at http://www.eltrax.com or contact Pam Sanders at 678-589-3565
or [email protected].
ABOUT CEREUS TECHNOLOGY PARTNERS
Cereus is an end-to-end solutions provider of e-business and B2B technologies,
including eBusiness strategy, web design/development, application integration,
network consulting and hosting. Cereus delivers its solutions through the most
effective delivery method available -- whether at the customer`s location, as an
ASP, or through outsourcing.
Cereus helps its customers transform their businesses for the new economy. In
many cases, Cereus becomes the customer`s IT department by providing end- to-end
solutions, including communications and data services. Additional information
can be accessed on the World Wide Web at www.cereus.net.
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