Cescom Buys International Calling Card Service Provider in Stock and Cash Deal.

Business Editors

MONTREAL--(BUSINESS WIRE)--Sept. 1, 2000

CESCOM Inc., a leading international IP carrier and application service provider, and ITG Communications Inc., a leader in international phone cards have signed a definitive merger agreement providing for the acquisition of ITG Communications by CESCOM.

Pursuant to the agreement, ITG Communications shareholders will receive a combination of cash and shares of CESCOM's capital stock.

CESCOM is an international telecommunications carrier leveraging emerging communications technologies to offer high-quality telephony and next-generation integrated services based on Internet Protocol (IP), such as Unified Messaging and Web-based VoIP communications services. More than twenty international carriers have contracted with CESCOM to carry international phone-to-phone calls over its private managed IP network.

The acquisition will provide additional high growth volume to CESCOM's network and will help penetrate new markets. "We are very pleased with ITG joining forces with CESCOM. We will benefit from large and well established distribution networks to consumer markets, including ethnic communities in Canada and the US" states Samir Talhami, President and CEO of CESCOM. "Also, this deal will allow CESCOM to develop a bundling of complementary products and services".

ITG Communications Inc., a privately held company, is the largest Canadian-based distributor of international prepaid phone cards and other wholesale prepaid products, with long distance services provided on its own telecommunications platform and network. The company controls its own direct sales force and leverages its sales through third-party distribution networks.

Since CESCOM's launch in January 1999, the company has grown exponentially from 8 employees to close to 100. With this deal, total number of employees will now exceed 130.

Says Bassim Kano, President ITG Communications Inc., "we view our merger with CESCOM as an ideal partrnership. CESCOM's state of the art global network will help us reduce our costs and their international telecom engineering expertise help us manage growth in the network. Also of great benefit to us is the international presence of CESCOM, which facilitates development of new geographic markets".

This acquisition puts CESCOM among the five largest Next-Generation IP Telephony Service Providers, with international traffic of approximately 25 million minutes per month.

About CESCOM

CESCOM Inc. is an international telecommunications carrier whose mission is to develop and market next-generation integrated services based on Internet Protocol (IP). Using its global communication network, CESCOM is bringing together expertise in IT, IP Networking, International and Wireless telecommunications to serve the demands of clients worldwide for real-time and converged communication applications. CESCOM's strategic partners include Ericsson, Fraunhofer CRCG, Minacom and Portal Software, and its strategic investors are Societe Innovatech, T2C2/Info, Fonds FTQ and Positron. CESCOM Inc. is a privately held company headquartered in Montreal, Canada, with business offices in North America, Europe and Asia. For more information, please visit www.cescom.ca.