BCE Emergis Strikes Strategic Alliance with Descartes.

Business Editors

MONTREAL--(BUSINESS WIRE)--Dec. 21, 2000

Sale Of Transportation, Key Marketing Agreements For EIPP 

and Logistics

BCE Emergis Inc. (TSE:IFM), a leading provider of B2B e-commerce services and exchanges, today announced that it has signed a multi-faceted strategic alliance with Descartes Systems Group (TSE: DSG, NASDAQ: DSGX), a leading provider of global Internet logistics solutions. Through this alliance, Emergis will sell its transportation logistics messaging business to Descartes, will add their logistic services to expand its own e-commerce service offerings and will benefit from a strong distribution channel for its electronic invoice presentment and payment (EIPP) solution. As a result, Emergis will add depth and reach to its e-commerce services offering and at the same time be better positioned to focus on its core market activities in eHealth and financial services.

BCE Emergis receives $25 million in cash and 1.388 million Descartes common shares, which are subject to certain terms and conditions. The alliance centres upon Emergis selling to Descartes its transportation logistics messaging business, which includes certain Canadian assets and a U.S. and a Swiss company. As part of the alliance, Emergis and Descartes have also signed numerous marketing agreements. Descartes will distribute the Emergis EIPP solution through its e-business logistics portfolio. In addition, Emergis will integrate Descartes' logistic solution to its broad offering of e-commerce services.

"This is an important agreement for both companies that gain increased focus on their core activities and have an enhanced service offering for their customer bases," said Brian Edwards, Vice-Chairman & CEO of BCE Emergis. "Both companies will benefit from their partnership and from each others' business relationships, and the transportation vertical customers will benefit from the depth and expertise of Descartes."

This alliance is consistent with Emergis' ongoing efforts to focus on its core markets. The Company has also identified other activities, which it will look to exit in the near term. In the past, Emergis has divested lines of business and in doing so has strengthened its market position.

The Company stated that the impact of the agreement, as well as of the other activities to be exited, would not be material to fourth quarter 2000 results, nor would they impact EBITDA margins on a going-forward basis. For 2001, Emergis is targeting the same rate of revenue growth as the current year. On a pro forma basis, had the sale been concluded and the identified activities been exited prior to the fourth quarter, targeted revenue for the quarter would have been reduced by $14.8 million. For 2001, the effect on revenue targets from these same activities is $82 million.

Edwards reiterated, "This agreement with Descartes strengthens the positioning of Emergis as we move forward. While our short-term revenues are lower, we can better redeploy our assets in our core businesses, growing eHealth and financial services, both organically and through acquisition. We also benefit from an enhanced service offering, as logistics is an important component of e-commerce. "

BCE Emergis is a premier B2B e-commerce infrastructure provider, strategically focusing on market leadership in the transaction-intensive eHealth and financial services sectors. By layering technologically advanced e-commerce services on existing Internet-based platforms, Emergis offers its customers increasing value in their e-commerce adoption and ever-increasing levels of sophisticated services. These scalable solutions electronically transform business processes, such as buying, selling, invoicing and payment, and enable companies to succeed in the web-centric, cost-driven, and highly competitive global Internet economy. BCE Emergis' customers include leading North American banks and insurance companies. The Company's shares are included in the TSE 100 composite index.

Please visit BCE Emergis at www.emergis.com for more information.

This news release contains certain forward-looking statements that reflect the current views and/or expectations of BCE Emergis with respect to its performance, business and future events. Such statements are subject to a number of risks, uncertainties and assumptions. Actual results and events may vary significantly.