Ad-hoc | 10 January 2005 22:19
Cancom IT Systeme AG: Action for damages relating to the sale of eBizcuss.com
Ad hoc announcement §15 WpHG
Legal
Cancom IT Systeme AG: Action for damages relating to the sale of eBizcuss.com
Ad hoc announcement transmitted by DGAP.
The issuer is solely responsible for the content of this announcement.
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Action for damages relating to the sale of eBizcuss.com in October 2003
Jettingen-Scheppach, Germany, 10 January 2005 – Managing director and minority
shareholder of the former CANCOM shareholding eBizcuss.com S.A., François
Prudent, has filed action for damages against CANCOM IT Systeme AG in respect
of the sale of the shareholding in eBizcuss.com for the alleged violation of
his right of first refusal (pre-emptive right). He is also filing action for
further damages against CANCOM IT Systeme AG for his dismissal as Chairman of
the Board (CEO) of eBizcuss.com by the Board of Directors of eBizcuss.com in
September 2003.
CANCOM IT Systeme AG challenges the claims.
CANCOM IT Systeme AG sees no grounds to alter corporate planning on the
grounds of the above. In fact, as seen today, the financial year 2004 has been
brought to a positive conclusion.
A corporate forecast for the financial year 2005 will be published towards the
end of January incorporating ECS ComputerPartner GmbH, taken over as of 1
January 2005.
Please address any questions to:
Armin Blohmann
Investor & Public Relations
Phone: +49 (0)8225 996 1051
Fax: +49 (0)8225 996 1033
Email to : armin.blohmann@cancom.de
CANCOM IT Systeme AG
Messerschmittstraße 20
89343 Jettingen-Scheppach
Germany
ISIN: DE0005419105
WKN: 541910
Listed: Frankfurt; Geregelter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin-Bremen, Düsseldorf, Hamburg, Hannover und Stuttgart
End of ad hoc announcement (c)DGAP 10.01.2005
Issuer’s information/explanatory remarks concerning this ad hoc announcement:
N.B.: The claims to damages have been estimated in the action at EUR 1.9
million for violation of the right of first refusal (pre-emptive right) and at
EUR 0.15 million for dismissal from the Board.
The claims have been examined for their legal foundation and are not
considered to be objectively or legally justified, since Mr Prudent himself
acted in a liasing capacity in procuring the purchaser for the shareholding,
after he himself had been offered to take on the shares. Furthermore, he
himself resigned from his office as Chairman of the Board (CEO) of
eBizcuss.com S.A. because the Board of Directors rejected a merger forced by
Mr Prudent of eBizcuss.com S.A. and International Computer. In other respects
CANCOM IT Systeme AG is not the proper defendant for any action in respect to
dismissal as Chairman (CEO) of eBizcuss.com, so that in this respect the
claims are not of genuine relevance.
The plaintiff has submitted a pre-judicial offer to settle at EUR 0.4 million;
this has been rejected by CANCOM IT Systeme AG..
Furthermore, CANCOM IT Systeme AG is assuming that a right of recourse exists
against the purchaser of the eBizcuss.com shares sold by CANCOM in October
2003 that will in fact be asserted.
Any compensation for damages to be made would not affect either EBITDA or
EBIT, since any amount to be paid would be posted as discontinued operation.
After in-depth review of the issuing prospectus of eBizcuss on the increase of
capital in the course of the takeover of IC International Computer in spring
2004, CANCOM IT Systeme AG concludes, assuming the issuing prospectus to be
correct, that in selling its holding in eBizcuss, CANCOM was deceived. Since
the eBizcuss shareholding was sold owing to information that was erroneous so
as to avert damages of a larger scale, write-off requirements accumulated in
September 2003 to the order of EUR 2.6 million. For this reason, CANCOM
intends to file for damages against eBizcuss.com and against François Prudent.
End of message (c)DGAP
102219 Jän 05