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SHL SYSTEMHOUSE AND BCE REACH AGREEMENT IN PRINCIPLE FOR STRATEGIC PARTNERSHIP

         SHL SYSTEMHOUSE AND BCE REACH AGREEMENT IN PRINCIPLE
                       FOR STRATEGIC PARTNERSHIP
    TORONTO, Feb. 7 /PRNewswire/ -- SHL Systemhouse Inc. announced today that it has reached agreement in principle with BCE Inc. and its subsidiary, Bell Canada, to proceed with the establishment of a strategic partnership consistent with the terms disclosed on Feb. 3, 1992. SHL Systemhouse is expected to acquire certain assets from Bell Canada and enter into operating and other agreements with Bell Canada. SHL Systemhouse expects to fund this transaction by the issuance of approximately 32.5 million shares to BCE Inc.
    A memorandum of understanding outlining the agreement in principle has been signed by the three companies. The agreement is subject to the parties reaching the operating and other agreements necessary to effect the transaction, It is also subject to approval by the boards of the respective companies, regulators and the shareholders of SHL Systemhouse.
    -0-         2/7/92
    /CONTACT:  John R. Oltman, chairman and CEO of SHL Systemhouse, 416-366-4600/
    (SHKIF) CO:  SHL Systemhouse Inc.; BCE Inc. ST:  Ontario IN:  CPR SU: SH -- NY068 -- 7890 02/07/92 15:43 EST
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Publication:PR Newswire
Date:Feb 7, 1992
Words:183
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