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Business & Decision generates 31% of its turnover in the CRM market, which is a strategic development business for the group. Business & Decision offers both "analytical" CRM (customer database construction and analysis, data mining and profiling) and "operational" CRM (marketing campaign management, sales force automation, call centres, etc.).
Com6's expertise is recognised in multimedia contact centres (more than 200 of which are are currently equipped by Com6) and in Computer-Telephony Integration (CTI).
"The link-up with Business & Decision is a logical next step after the successful launching of our new ‘Com 6 Services' offer, which covers auditing and operational consulting on organisation and change management at contact centres", said David Bitton, President and CEO of Com6.
The new group will be able to offer comprehensive solutions incorporating Com6 CTI and CRM software components.
"The two companies are complementary in terms of CRM expertise", said Patrick Bensabat, founder, President of Business & Decision. "Com6 is recognised for its expertise in customer relationship management through every available medium (telephone, fax, Web and e-mail). The link-up with Com6 will enable us to position Business & Decision among the European leaders in CRM consulting and engineering."
Stronger and broader presence in Europe
The new group will have a stronger and broader presence in Europe, with subsidiaries and sales offices in Belgium, Spain, the United Kingdom and Switzerland. The proportion of turnover realised outside France stands to increase significantly as activity ramps up in these countries.
Com6's London subsidiary gives Business & Decision an established base in the United Kingdom, where Com6 has been developing a strongly service-oriented business that is already profitable. This unit is to be the model for the way the company will operate within Business & Decision.
A profitable, and fast-growing group
With a view to linking up with Business & Decision, Com6 conducted a reorganisation and staff redeploymentduring the third quarter of its financial year (ending December 31, 2001). These moves were aimed at reaching break-even by FY fourth quarter or first quarter of 2002.
Services related to call centres are in strong demand. Com6's recognised expertise in that field, coupled with synergies and economies of scale, should enable it to reach profitability quickly without affecting the new group's earnings.
For its current financial year (ending June 30, 2002), the new group is aiming for turnover of EUR 52 million, achieved via organic growth and acquisitions, with a net rate of return comparable to that posted by Business & Decision in FY2001.
Terms of the deal
In a memorandum of agreement dated September 28, 2001, Com6's main shareholders (David Bitton, acting directly or indirectly through IPI, Marc Berrebi, founders and investment funds Ventech, Sofimac and SPEF) have irrevocably committed to make direct or indirect in-kind capital contributions to Business & Decision of a total of 2,004,803 Com6 shares, representing approximately 51% of the equity and 65.5% of the voting rights in Com6. In the same memorandum of agreement, fifteen other shareholders of Com6 have committed to tender a total of 846,992 Com6 shares, representing approximately 21.6% of the equity and 11.2% of the voting rights, under a public exchange offer to be initiated by Business & Decision. The contributions in kind will be remunerated on the basis of two newly issued Business & Decision shares for every nine Com6 shares.
Under the public exchange offer that it will be filing with Fench Conseil des Marchés Financiers, Business & Decision proposes to acquire 100% of Com6 on the same basis, i.e. two newly issued Business & Decision shares for every nine Com6 shares tendered. Based on the average Business & Decision share price of the twenty trading days ended September 28, 2001 (EUR 8.17), the exchange ratio values each Com6 share at EUR 1.82, which gives a value of EUR 7,113,221 for 100% of the share capital. This valuation represents a premium of 12.6% on the average Com6 share price of the twenty trading days ended September 28, 2001 (EUR 1.6125) and a premium of 29.6% on the closing price on September 28, 2001 (EUR 1.20).
This tender offer is subject to approval by French market authorities, as is any subsequent public distribution of the operation prospectus.
Business & Decision's shareholders extraordinary general meeting ("Assemblee generale extraordinaire") is to be held on November 21, 2001 for the purpose of approving these arrangements.
Com6 backgrounder (www.com6.fr)Founded in 1980 and listed on Euronext Paris' Nouveau Marche (Euroclear code: 7754), Com6 provides customer relationship management (CRM) solutions covering all channels of communication (telephone, Web, e-mail, etc.). The company recorded turnover of EUR 3.4 million in FY2000 (ended December 31, 2000).
With its product/service offering targeted at call centres, multimedia contact centres and Web call centres, Com6 has staked a claim to leadership in this fast-growing market. The company has installed some 1,000 servers serving 10,000 access lines in nearly 200 contact centres.
Com6's customer line includes alapage.com, Air France, Alcatel, Atos, BNP Paribas, CCF, Groupama Centre Atlantique, France Telecom Multimedia, HighCo, Jobline, La Redoute, Net Call Center, Pro Direct Marketing, Societe Generale, Teleperformance, TPS, Vodaphone, Webper4mance, Wine&Co, Winterthur, and others.
About Business & Decision - www.businessdecision.com
Founded in 1992, Business & Decision is an International consulting and Systems Integration company specializing in Business Intelligence, Customer Relationship Management (CRM) and E-Business. The Group works with clients to implement systems that aim at driving business functions and performance (dashboards, reporting, consolidation etc.); help in customer relationship management (sales force automation, call centers, campaign management, analytical CRM); and assist in E-Business (intranet and extranet portals, directories and Meta directories, e-commerce, knowledge management, Open source technologies, etc.). With more than 2,800 employees worldwide, Business & Decision has developed a "complete project" approach that spans from consulting to implementation. The Group has a reputation for its functional and technological expertise and has forged partnerships with all of the key technology vendors. At present, Business & Decision has more than 1,200 clients.
Business & Decision has been listed on the Euronext Paris since February 2001 (compartment B / Isin code: FR 00000 7895 8 / Symbol: BND). Business & Decision is listed in the NextEconomy segment and in the IT-Cac (technology market). For more information, visit: http://www.businessdecision.com/
Press Contact at Business & Decision
Investor relations
Pauline Cieutat - pauline.cieutat@businessdecision.com
Tel: +33 1 56 21 21 20
Fax: +33 1 56 21 21 22