Conac Software Corporation Responds to Kapco Ventures Inc. in Regards to Cash Offer Made to Acquire Up to 100% of Conac Shares.Business Editors RICHMOND, British Columbia--(BUSINESS WIRE)--July 19, 2002 CONAC CONAC Continental Air Command CONAC Center of North America Coalition for Rural Development (North Dakota, USA) SOFTWARE CORPORATION (TSX TSX Toronto Stock Exchange (TSE before April, 2002) TSX Transfer from Stack Pointer to Index TSX True Space Extension Venture: COT). Conac Software Corporation ("Conac") gives formal response to Kapco Venture Group Inc. ("Kapco") cash bid offer to purchase up to 100% of Conac shares for $0.50 per share. As previously announced on June 25th 2002, Kapco Venture Group Inc. ("Kapco") had proposed to offer to purchase up to 100% of the share of the Company for cash at a price of $0.50 (Cdn) per share plus payment of existing liabilities of the Company to a maximum of $700,000 (Cdn). The offer from Kapco was open until July 15, 2002. In light of the second offer received from Questionable Ventures Inc. ("QVI QVI Quality Vision International, Inc. (Rochester, NY) QVI Quality Verification Inspection "), the Board of Directors of the Company has responded to Kapco's above Offer on July 15th, 2002. Conac has invited Kapco to submit another Offer for its consideration at an Offer price greater than $0.57 (Cdn) per share plus assumption of up to $700,000 (Cdn) in liabilities. In addition, the Company has asked Kapco to deposit the sum of $200,000 (Cdn) for the Company's expenses in connection with the offer. The Company has also included as terms and conditions of an offer from Kapco that (i) the Board will obtain a written fairness opinion Fairness Opinion A report put together by qualified analysts or advisors providing to key decision makers an evaluation of and facts about a merger or acquisition. Notes: A fairness opinion serves as a document used for guidance in a merger, takeover, or acquisition. from its financial advisors and a formal valuation from an independent valuator, (ii) outstanding incentive stock options and share purchase warrants will be exchanged for cash at a price equal to the difference between their exercise price and the offer price, and (iii) existing employment agreements between the Company and its directors, managers and employees will be honored. (iv) Kapco's respond to Conac's letter by July 26th, 2002. Further to the above, Conac has received a letter from Kapco, dated July 18, 2002, requesting an extension to the above response deadline in order that Kapco meet with their Board of Directors on July 29th to discuss the contents of Conac's response letter to Kapco as per the above subject matter. The Board of Directors of Conac are considering the alternatives and seeking financial advice with respect to the possible sale of the shares of the Company. There is no assurance at this time that an agreement will be reached between the Company and either QVI or Kapco or that an acquisition will be concluded. Kapco Venture Group Inc. was incorporated in April 1997 in the Cayman Islands Cayman Islands (kā`mən), British dependency (2005 est. pop. 44,300), 100 sq mi (259 sq km), comprising three islands in the West Indies. as a 100% subsidiary of Kapco International. The Kapco Group of company has provided venture capital, merchant banking and corporate advisory services advisory services advisory services provided to the public, in their capacity as owners and managers of animals, are an important part of veterinary science. They may be provided by government bureaux, by commercial companies who deal in pharmaceuticals or animals or animal to companies in a variety of industries across Asia, Europe and Australia. Kapco's management professionals are employed by a number of Fortune 500 Companies and collectively have over 100 years of experience across a variety of sectors. Kapco has made investments in several successful Real Estate projects across Asia and has been instrumental in providing required funding and expertise in the procurement of several government licenses in the Telecom and Internet industries. Kapco has also funded numerous call Centers and Software development units in Asia that are 100% Export Oriented Units (EOUs) that service the requirement of 41 publicly listed companies listed company n → compañía cotizable listed company n → société cotée en Bourse listed company list n → in Asia, Europe & U.S. Conac Software Corporation is the leading edge specialist in project oriented and financial software for the Construction Industries. Since 1984, Conac's innovative and easy-to-use products have grown in market acceptance among general contractors A general contractor is an organization or individual that contracts with another organization or individual (the owner) for the construction of a building, road or any other execution of work or facility. , home builders, sub trades, designers and engineers and has become the standard for the construction industry in Canada. The Company's integrated software Separate software components or applications that have been combined into one package. See integrated software package. products control every fact of the Construction Management process. To learn more about Conac Software Corporation, visit our website at: www.conac-ir.com or www.conac.com. Investor Relations Investor relations The process by which the corporation communicates with its investors. : PacWest Group, Mike Marrandino, PH: 604-684-6999 or TF: 877-684-6999 investor@conac-ir.com On behalf of Conac Software Corporation, Jacqueline Michael, President The TSX Venture Exchange TSX Venture Exchange Originally called the Canadian Venture Exchange (CDNX), this was a result of the merger of the Vancouver and Alberta stock exchanges. The goal of TSX Venture Exchange is to provide venture companies with effective access to capital while protecting investors. has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. |
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