Simplex Solutions to acquire SMA Software & Consulting

Source: Simplex Solutions

Simplex Solutions Inc. (CNQ:SPLX) today announced that it has signed a Letter of Intent (LOI) to acquire SMA Software & Consulting Ltd. (SMA).

The completion of the transaction is subject to the satisfaction of conditions customary to transactions of this nature, including the completion of satisfactory due diligence and the entering into of definitive agreements. It is anticipated that the closing of the transaction will take place on or before the end of November 2005. The purchase price for SMA will be comprised of a combination of cash and Simplex shares. Simplex is in the process of raising debt financing to help fund its acquisition of SMA and an announcement of this offering will be forthcoming in a separate press release in due course. Following the completion of the transaction, SMA will become a wholly-owned subsidiary of Simplex.

Founded in 1991 by Mr. Simon Murby, SMA, a private UK firm headquartered in London, works with many leading financial firms, providing specialist back-office support services. SMA provides a full framework of consultancy services and software solutions designed to help financial firms realise the potential of their current environment and to improve efficiency in the SWIFT messaging arena. Following the completion of the transaction, Mr. Simon Murby and key management personnel will remain with SMA and sign a 5 year management contracts.

SMA is the only SWIFT Business Partner covering the UK, Ireland and Nordic territories, and hosts the only certified SWIFT Business Partner Service Bureau in the EU. With a client base of over 100 customers and qualified consultants based in London, Dublin and Frankfurt, SMA had annual revenues of pounds sterling 2.3 million in fiscal 2004. Following the completion of the transaction, SMA will work with Simplex's other UK based subsidiary, Simplex Consulting Limited. Together the companies will have a Europe-wide footprint of over 150 financial institutions and will be capable of providing a full range of services including strategic consulting, systems selection and implementation, and outsourced managed services for post-trade and payments processing.

"We have built SMA based on core knowledge of SWIFT and this is a great opportunity for us to capitalise on different skill sets which Simplex brings. The combination of the talents in both companies and the combined customer contacts will make us a leading force in Europe's financial IT markets. I am very excited about our prospects," said Simon Murby of SMA.

"We have known SMA for some time now and admire their achievement in becoming a key player within the SWIFT community. It is the ability of both companies to share knowledge and skills which attracted us to SMA. Our key attribute is our depth of knowledge in straight through processing within the banking, securities and corporate communities. Simon brings vitality and a sales drive to the company that will be key to growing our combined business footprint across Europe and into other geographies. All of us at Simplex are looking forward to working with the team at SMA. We have witnessed first-hand their strength in the market in relation to SWIFT," said David Reeve, CEO of Simplex Consulting Limited.

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