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Symbility Completes Acquisition of MSB's Claims Division(April 11, 2012)
TORONTO, ONTARIO -- (Marketwire) -- 04/11/12 -- Symbility Solutions Inc.?? ("Symbility"), a wholly-owned subsidiary of Automated Benefits Corp.?? (TSX VENTURE:AUT) (the "Corporation"), provider of accurate and easy-to-use claims processing and estimating software for the property and casualty insurance industry, has closed the previously announced transaction to acquire Marshall & Swift/Boeckh, LLC's ("MSB") claims division (the "Transaction"). MSB is a wholly-owned subsidiary of Decision Insight Information Group, Inc. ("Decision Insight"). Decision Insight is indirectly wholly-owned by Property Data Holdings Ltd. ("Property Data"), a portfolio company of TPG Capital ("TPG"). As part of the Transaction, the Corporation issued 52,189,286 common shares (the "Common Shares"), having an approximate value of C$18.1 million, to MSB and certain of its affiliates, which represents 30 percent of the Common Shares issued and outstanding immediately following the issuance, after adjusting for issued and outstanding options to acquire Common Shares.
"We are extremely excited to have completed this transaction that augments Symbility's existing expertise in claims processing, loss estimating solutions and process analytics technologies, making us a stronger alternative in the market. We are uniquely positioned to provide innovative and flexible tools that deliver a better claims experience for insurance carriers, vendors and the entire claims community," announced James Swayze, Chief Executive Officer, Symbility Solutions.
In addition, in connection with the Transaction, MSB purchased by way of a private placement 7,021,530 Common Shares at a price of C$0.27 per Common Share for aggregate gross proceeds to the Corporation of approximately $1.9 million, which proceeds will be used for general working capital purposes. As a result, Property Data, indirectly, owns 33.29% of the current outstanding Common Shares as of the closing of the Transaction and is the largest shareholder of the Corporation. Two representatives from Decision Insight, a portfolio company of TPG, and one representative from TPG, have also been elected to the Corporation's Board of Directors, as announced March 28, 2012: Chris Cartwright, Chief Executive Officer, MSB and Decision Insight; Chris Jutkiewicz, Chief Technology Officer, Decision Insight; and Nehal Raj, a Principal in the Technology Group of TPG.
"Since announcing our plans to join forces with Symbility on January 25th, our customers and industry partners have responded with enthusiasm to the prospect of having the proven, market-driven, enterprise solution that this combination represents," said Chris Cartwright. "The integration of MSB's loss estimating data with Symbility's workflow software to deliver this best-in-class solution, along with our investment in Symbility's parent company, reinforces MSB's long-term commitment to the property claims industry and supports our strategy to be the premier enterprise information, analytics and workflow provider to property insurers."
"TPG is enthusiastic about the prospects for Symbility Solutions and its strategic collaboration with MSB," said Nehal Raj of TPG. "We are committed to building a market-leading franchise in this space, investing behind Symbility's compelling growth prospects and strong management team."
As part of the Transaction, the Corporation will fund a cash dividend in the amount of C$0.01 per Common Share to shareholders of record as at the close of business on April 9, 2012. It is anticipated that the Corporation will pay the dividend on or around April 20, 2012.
About Automated Benefits Corp.
Automated Benefits Corp.?? (TSX VENTURE:AUT) is a progressive software company dedicated to developing applications for the insurance industry in North America and Europe. The organization currently has two platforms: Symbility?? and Adjudicare??.
Symbility Solutions provides powerful, accurate and easy-to-use claims processing and estimating software solutions for Property & Casualty Insurers. Our collaborative workflow management, mobile estimating and claims triage solutions allow insurers to reduce costs while delivering a market leading claims experience.
Adjudicare is an advanced, practical software solution used by a network of Employee Benefits Brokers and Third Party Administrator partners across Canada in the adjudication of health and dental claims. Adjudicare's rules-based engine and leading-edge features ensure that claims are precisely adjudicated and paid in real-time, giving our partners' customers optimum flexibility, along with transparent disclosure on the benefit plan's financial performance.
Forward-Looking Statements Advisory
Certain information included in this press release constitutes forward-looking statements and information and future-oriented financial information under applicable securities legislation and is provided for the purpose of expressing management's current expectations and plans for the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes, such as making investment decisions.
More particularly, this press release contains statements concerning the anticipated dividend payment date, as well as the Corporation's and Symbility's anticipated: business development strategy and growth. The forward-looking statements are based on a number of key expectations and assumptions made by the Corporation and Symbility, including expectations and assumptions concerning target market acceptance of the Corporation's and Symbility's products, current and new product performance, and evolving markets for their products. Although the Corporation believes that the expectations and assumptions used to develop the forward-looking statements are reasonable, undue reliance should not be placed on the forward looking statements because the Corporation can give no assurance that they will prove to be correct.
Since forward-looking statements address future events and conditions, by their very nature they involve numerous risks and uncertainties that contribute to the possibility that the projections and forecasts in the forward-looking statements will not occur and that actual performance or results could differ materially from those anticipated in the forward-looking statements. These risks and uncertainties include, but are not limited to, the risks associated with uncertainty as to product development milestones being met, product performance risks, competition for capital and market share, uncertainty as to target markets, uncertainty as to patent and proprietary rights, availability and retention of management and key personnel, uncertainties relating to potential delays or changes in plans with respect to product development or capital expenditures, and the ability of the Corporation to access sufficient capital on acceptable terms. This is not an exhaustive list and additional information on these risks and other factors that could affect the Corporation' and Symbility's operations and financial results are included in reports on file with the Canadian securities regulatory authorities and can be accessed through the SEDAR website at www.sedar.com.
The forward-looking statements contained in this press release are made as of the date hereof and the Corporation undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws. Additionally, the Corporation undertakes no obligation to comment on the expectations of, or statements made by, third parties about the Corporation.
All trade names are the property of their respective owners.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Symbility Solutions Inc.
Lucy De Oliveira
Director of Marketing
(416) 359-9339, ext. 1007
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