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Fortsum Business Solutions acquired by GFI Solutions Group for $41.7 million

Fasken
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Fortsum Business Solutions Inc. and its Special Committee

On May 21, 2009, Fortsum Business Solutions Inc. (TSX Venture: FRT) completed a previously announced transaction pursuant to which all of the outstanding securities of Fortsum were acquired by 4503961 Canada Inc., a direct wholly-owned subsidiary of GFI Solutions Group Inc., in a deal valued at about $41.7 million. Fortsum has amalgamated with the acquirer, and the amalgamated entity is now a wholly-owned subsidiary of GFI.

The transaction was the result of a thorough and extensive strategic review of options process led by a Special Committee of Fortsum. The transaction was approved unanimously by the Board of Directors of Fortsum upon favourable report and unanimous recommendation of the Special Committee.

The transaction was implemented by way of a court-approved statutory plan of arrangement under the Canada Business Corporations Act and approved by the securityholders of Fortsum at a special meeting held on May 11, 2009. The plan of arrangement was subsequently sanctioned by the Superior Court of Québec.

Fortsum is a company which is mainly involved in the development, integration, marketing and support of accounting, commercial and banking data management software.

Fortsum and its Special Committee were advised in the initial strategic review and this transaction by a team from Fasken Martineau led by Robert Paré, and that included, among others, Frédéric Boucher, Jean-Michel Lapierre and Rebecca McLeod (corporate/securities), Serge Guérette (litigation) and Tom Copeland (tax), assisted by student-at-law Caitlin Rose.

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