Copernic Terminates Letter of Intent.MONTREAL -- Mamma.com Inc. (the "Company") (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 :MAMA MAMA Mid-arm muscle area, see there ) today announced that Copernic Technologies Inc. has decided it no longer wishes to pursue a sale transaction with the Company.On November 25, 2004 the Company had announced its intention to acquire Copernic. Prior to this development the transaction was expected to close on or before May 31, 2005. Copernic advised the Company that the announcement on April 12, 2005 that the informal investigation being conducted by the Securities and Exchange Commission (SEC) has recently been converted to a formal investigation makes it impossible for Copernic to complete the proposed transaction.The Company believes that the SEC's decision to formalize its investigation will not have any impact on the Company's ability to fulfil its obligations under the letter of intent or otherwise complete the proposed acquisition. Until Copernic informed the Company that it was terminating the letter of intent, management believed that negotiations were proceeding favourably and that a definitive agreement would be signed shortly.The Company is reviewing its entitlement to break fees under the letter of intent. The Company will continue to seek out and pursue strategic acquisitions deemed appropriate by its board of directors. About Mamma.com Inc. Mamma Media Solutions(TM) is focused on providing quality information retrieval information retrieval Recovery of information, especially in a database stored in a computer. Two main approaches are matching words in the query against the database index (keyword searching) and traversing the database using hypertext or hypermedia links. on the Internet through its metasearch engine The search engine software that is used to search other search engines. See metasearch site. and is a leading provider of integrated marketing solutions to online advertisers. For more information, visit www.mammamediasolutions.com. Statements contained in this press release, which are not historical facts, are forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. as that term is defined in the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. Such forward-looking statements are subject to risks and uncertainties that can cause actual results to differ materially from estimated results.Such risks and uncertainties are detailed in the Company's filings with the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. Securities and Exchange Commission and the Ontario Securities Commission The Ontario Securities Commission (OSC) is a regulatory agency which administers and enforces securities legislation in the Canadian province of Ontario. The OSC is an Ontario Crown corporation which reports to the Ontario legislature through the Minister of Finance. and include but are not limited to whether 2004 financial statements will be issued and filed, and if so when, whether prior year audit reports will be withdrawn and what conclusions result from the investigation being carried out under the Audit Committee's supervision.The Company expressly disclaims any intent or obligation to update any description of the scope, focus or subject matter of the statements in this press release. MAMMA.COM INC. (NASDAQ:MAMA) |
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