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Consolidated Magna Ventures Ltd. & Workflow Management, Inc.: Magna to Acquire PODbook.com Ltd., Initiates Change of Business Proceedings.


Business Editors

VANCOUVER, B.C.--(BUSINESS WIRE)--Oct. 10, 2000

Workflow Managment Inc. (NASDAQ NASDAQ
 in full National Association of Securities Dealers Automated Quotations

U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on
:WORK) & Consolidated Magna Ventures Ltd. (CDNX CDNX

See Canadian Venture Exchange (CDNX).
:CMV CMV cytomegalovirus.

CMV
abbr.
1. controlled mechanical ventilation

2. cytomegalovirus


Cytomegalovirus (CMV) 
.) is pleased to announce that, on October 5, 2000 the Company signed a Letter Agreement to acquire 100% of the issued and outstanding shares of PODbook.com Ltd. (PODbook), a Vancouver-based private company registered in the Province of British Columbia British Columbia, province (2001 pop. 3,907,738), 366,255 sq mi (948,600 sq km), including 6,976 sq mi (18,068 sq km) of water surface, W Canada. Geography
.

As the proposed arms length transaction constitutes a Change Of Business (COB) under the regulations of the Canadian Venture Exchange The Canadian Venture Exchange (CDNX) is now a defunct stock exchange having been acquired by the TSX Group in 2001 and renamed the TSX Venture Exchange. History of the Canadian Venture Exchange (CDNX)  (CDNX), Magna's shares will be halted from trading until the CDNX has reviewed the terms of the deal and conducted its preliminary due diligence Research; analysis; your homework. This term has caught on in all industries, because it sounds so "wired." Who would want to do analysis or research when they can do due diligence. See wired. .

PODbook provides Internet-based print-related services including Digital Asset Management and Print On Demand (POD). The company has multiple revenue streams and is primarily focused on the Business-to-Business (B2B (Business to Business) Refers to one business communicating with or selling to another. See B2B e-commerce, B2C and B2G.

B2B - business to business
) sector of Internet e-commerce, although a Business-to-Consumer (B2C (Business to Consumer) Refers to a business communicating with or selling to an individual rather than a company. See B2B. ) component is part of its proposed business model.

The US Department of Commerce estimates that the traditional printing and publishing industry exceeded US$232 billion in revenues for 1999 and much of this business is moving online. It is PODbook's intent to be at the forefront of this trend. Daniel C. Walters, systems design engineer and co-founder of PODbook is used to being at the leading edge of print technology, with over 20 years experience in computer applications for the pre-press environment. He was one of the first developers of PostScript-based systems for pre-press and, as a co-founder of Warp 10 Technologies, Inc. in the early 1990's, developed a revolutionary method of file compression See data compression.

(algorithm) file compression - The compression of data in a file, usually to reduce storage requirements.
 for the graphic arts graphic arts: see aquatint; drawing; drypoint; engraving; etching; illustration; linoleum block printing; lithography; mezzotint; niello; pastel; poster; silk-screen printing; silhouette; silverpoint; sketch; stencil; woodcut and wood engraving.  industry. Mr. Walters has consulted for a wide variety of corporations over the years, including Apple Canada, Northern Telecom, Bergman's, Quebecor, Transcontinental, and Sherman Laws. Prior to founding PODbook he was a Business Development Executive for Data Business Forms in Vancouver. As part of the current COB transaction, Mr. Walters will be appointed to Magna's Board of Directors. No other additions to Magna's Board are proposed at this time.

Mr. Walters has recently developed a system of file encoding, called Skinny PostScript (TM), whereby image files are reduced in size by a factor of 60-100 times without any loss of quality. As a result, PODbook can reduce, store and edit on the Internet, e-mail and print huge graphic files that would otherwise have to be couriered via diskette The official name for the floppy disk. See floppy disk.

diskette - floppy disk
 or CD. This results in significant cost and time savings for corporate clients, thereby increasing PODbook's competitive positioning in the marketplace.

PODbook is also pleased to announce that its Print On Demand functionality will be provided through a strategic alliance with Data Business Forms (Data). A subsidiary of US based Workflow Management, Inc. (Nasdaq:WORK), Data Business Forms is Canada's sixth largest printer. Armed with a network of 11 digital print centers across Canada Across Canada was an afternoon program that formerly aired on The Weather Network. The segment ran from early 1999 until mid 2002. The show ran from 3:00PM ET until 7:00 PM ET. , Data will enable PODbook to offer a Distribute and Print service nationwide. Use of Data's web-based iGetSmart supply chain management system will allow electronic image files and print requisitions to be transferred to, and printed at, one of Data's facilities closest to the desired destination of the final product. Delivery from this point results in additional cost and time savings which clients may re-allocate to their core business operations Business operations are those activities involved in the running of a business for the purpose of producing value for the stakeholders. Compare business processes. The outcome of business operations is the harvesting of value from assets .

The agreement with PODbook calls for Magna to acquire an undivided 100% interest in PODbook in exchange for the issuance of 6,000,000 common shares of Magna to the shareholders of PODbook. Such issuance may be subject to escrow or other restrictions, imposed by the British Columbia Securities Commission The British Columbia Securities Commission (BCSC) is a regulatory agency which administers and enforces securities legislation in the Canadian province of British Columbia. External links
  • Official site
  • About the BCSC
 and/or the Canadian Venture Exchange. A cash payment of CDN (Content Delivery Network) A system of distributed content on a large intranet or the public Internet in which copies of content are replicated and cached throughout the network. $75,000 has also been made to PODbook at the time of signing of the Letter of Intent, with this amount to be considered as a forgivable loan towards working capital. Should the transaction not be completed for any reason, this sum is to be repaid with interest or converted into an equity interest in PODbook, at Magna's option.

Magna is considering a financing pursuant to the return to trading, however the amount and pricing have not yet been finalized. As PODbook's business is not capital-intensive, initial funds raised will be used primarily to add to the company's staff and office infrastructure. Magna currently has working capital of about $400,000.

Magna President, Robert Archer stated "This is an unprecedented opportunity for Magna shareholders as it initiates an exciting new growth phase for the Company. We are thrilled to have the chance to team up with the highly talented group at PODbook and to build a significant new company in an industry that is literally exploding in front of us. We believe that PODbook's business model has tremendous potential and we look forward to developing it with them."

Completion of the transaction is subject to a number of conditions, including but not limited to, Canadian Venture Exchange acceptance and disinterested shareholder approval. The transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the Management Information Circular Information Circular

A document sent to shareholders outlining important matters to be discussed at the annual shareholders' meeting.

Notes:
Sent along with a proxy, the information circular may cover matters such as the election of the Board of Directors, possible
 to be prepared in connection with the transaction, any information released or received with respect to the COB may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative.

The Canadian Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release. Magna is pleased to report that Wolverton Securities, subject to completion of satisfactory due diligence, has agreed to act as sponsor to the Company in connection with the transaction. An agreement to sponsor should not be construed as any assurance with respect to the merits of the transaction or the likelihood of completion.

Additional information can be obtained by calling Magna's office at (604) 684-4787 or by e-mail to consmagna@telus.net or through the PODbook website at www.podbook.com.

Additional information about Workflow Management or the iGetSmart system can be obtained by calling (561) 659-6551 ext. 320 or by e-mail to tscott@workflowmanagement.com or through the Company's websites www.workflowmanagement.com, www.igetsmart.com and www.dbf.com.

Consolidated Magna Ventures Ltd. relies on litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute.

When a person begins a civil lawsuit, the person enters into a process called litigation.
 protection for statements that are not historical facts but are forward-looking statements involving known and unknown risks and uncertainties that could cause actual results to vary materially from the targeted results.

ON BEHALF OF THE BOARD OF DIRECTORS CONSOLIDATED MAGNA VENTURES LTD.

Robert A. Archer, President

The Canadian Venture Exchange Neither Approves Nor Disapproves The Contents Of This News Release Which Was Prepared Solely At The Discretion Of Management
COPYRIGHT 2000 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2000, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1CANA
Date:Oct 10, 2000
Words:1109
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