Ad hoc announcement Joint Venture BRAIN FORCE HOLDING AG: BRAIN FORCE and 3TS Cisco Growth Fund Jointly Invest in U.S. Expansion of SolveDirect Ad hoc announcement transmitted by DGAP - a company of EquityStory AG. The issuer is solely responsible for the content of this announcement. ------------------------------------------------------------------------------ BRAIN FORCE HOLDING AG (Vienna Stock Exchange: BFC, Reuters: BFC.VI) announces the conclusion of an investment agreement with the 3TS Cisco Growth Fund, advised by 3TS Capital Partners Ltd. in respect to the BRAIN FORCE subsidiary SolveDirect Service Management GmbH. The Fund, specializing in growth companies in the Central and Eastern European IT sector, will invest up to EUR 6 million in Solve Direct Service Management GmbH over the next years together with the management of SolveDirect. For this purpose, SolveDirect has been spun off from BRAIN FORCE, but will remain an important investment of BRAIN FORCE HOLDING AG. In recent years, SolveDirect has succeeded in positioning itself as a provider of innovative solutions for B2B integration offering the world's largest IT service management platform on SaaS basis (Software as a Service). In 2008, SolveDirect generated revenues of EUR 5.7 million and an EBITDA of over EUR 1 million, employing 41 people. SolveDirect Service Management GmbH has established long-term customer relationships with European companies such as T-Systems International GmbH, Computacenter AG, Raiffeisen Informatik GmbH and Kapsch TrafficCom AG based on its software solutions SD.bridge, ServiceDesk SD2 and SD.cube. In order to support its global expansion, SolveDirect will set up its own subsidiary next year in Silicon Valley. 3TS Capital Partners confirms the competitive advantage of this go-to-market strategy. 'We see considerable growth potential for SolveDirect in the USA, the world's largest IT market. Substantial financial capability, know how, networks, customer proximity and synergies with our other activities provide an ideal growth platform for the company ', says Pekka Mäki, Managing Partner of 3TS Capital Partners. The headquarters for serving European and internationally active customers will remain in Vienna. SolveDirect plans to build a meaningful market share in the USA over the next years and more than triple its current revenues, taking advantage of the cash injection made by the 3TS Cisco Growth Fund as well as the strategic and operational support of the 3TS network in the U.S. Depending on the capital requirements needed to finance the expansion of SolveDirect on the U.S. market, the investment of the 3TS Cisco Growth Fund is to be carried out via several capital increases in SolveDirect Service Management GmbH, in which BRAIN FORCE HOLDING AG will not participate. On the basis of a planned investment volume of EUR 6 million by the 3TS Cisco Growth Fund, the BRAIN FORCE shareholding in SolveDirect will be gradually diluted to slightly below 50% over the next years. Starting on the date of the first capital increase, BRAIN FORCE plans to consolidate the spun-off company at equity until further notice. Michael Hofer, Chief Executive Officer of BRAIN FORCE HOLDING AG, confidently looks ahead to the U.S. expansion of SolveDirect: 'We are convinced of the extensive growth potential for IT service management solutions in the USA, and thus searched for a strategic partner that not only provides capital but also has a good network in the USA. These criteria particularly apply to 3TS Capital Partners Ltd., and we look forward to our future cooperation.' About SolveDirect Service Management GmbH SolveDirect is a leading provider of service management solutions featuring the world's largest IT service management platform based on SaaS (Software as a Service), enabling the efficient and speedy B2B integration of all internal and external service partners and systems. Smart integration reduces integration expenditures by up to 80% and efficiently manages service processes along the entire service supply chain. The features and functions of SolveDirect solutions are based on the ITIL (IT Infrastructure Library) standard. www.solvedirect.com About 3TS Capital Partners 3TS Capital Partners (www.3tscapital.com) is one of the leading private equity and venture capital firms in Central and Eastern Europe operating in the whole region through offices in Budapest, Bucharest, Prague, Vienna and Warsaw. 3TS targets investments in growth sectors including Consumer & Services, Media & Marketing, Technology & Telecoms and Energy & Environment. Investors in the 3TS funds totaling over EUR 200 million include 3i, Cisco, Sitra, EBRD and KfW among others. About BRAIN FORCE HOLDING AG BRAIN FORCE is a leading IT service company with business operations in Austria, Germany, Switzerland, Italy, the Netherlands, Czech Republic and Slovakia. BRAIN FORCE provides intelligent IT solutions in the fields of Business Solutions (solutions for business-critical processes) and Infrastructure Optimization (solutions enabling customers to set up a well-manageable and more efficient IT infrastructure). Professional Services (recruitment and supply of IT experts) complements its service offering. In the short fiscal year 2009 (nine months), BRAIN FORCE had 1,026 employees, generating revenues of about EUR 62 million. Contact: BRAIN FORCE HOLDING AG Thomas Melzer Karl-Farkas-Gasse 22 / 4. OG A-1030 Wien t  +43 (0)1 263 09 09 - 12 f  +43 (0)1 263 09 09 - 40 investorrelations@brainforce.com (c)DGAP 21.12.2009 --------------------------------------------------------------------------- Language: English Company: BRAIN FORCE HOLDING AG Karl-Farkas-Gasse 22 / 4. OG A-1030 Wien Österreich Phone: +43 (0) 1 2630909-0 Fax: +43 (0) 1 2630909-40 E-mail: investorrelations@brainforce.com Internet: www.brainforce.com ISIN: AT0000820659 WKN: 919331 Listed: Foreign Exchange(s) Wien End of News DGAP News-Service ---------------------------------------------------------------------------