Santa Barbara, CA, March 19 - Durand Communications, Inc. (Durand) announced today that it has entered into an agreement to be acquired by Online System Services, Inc. (OSS) (Nasdaq: WEBB) of Denver, Colorado.
Terms of the agreement call for Online System Services to issue 1,003,000 shares of restricted common stock valued at approximately $9.9 million in return for all of the outstanding shares of privately held Durand. The acquisition is subject to approval by shareholders of Online System Services and other contingencies.
Online System Services develops a turnkey product and service package that puts broadband operators in the high-speed Internet service and local Web content business. Durand provides an integrated suite of products and services for building and supporting online communities and electronic commerce.
Steve Adams, president and CEO of Online System Services, said, "Durand Communications is an ideal fit for Online System Services because it will strengthen our leadership position in the high-speed access marketplace and enhance our ability to provide critical local content and online community development to broadband operators who are offering high-speed Internet access to their subscribers."
Adams noted that Durand's expertise in online education and business training was especially attractive to Online System Services. "We believe that markets for education and business training are among the most exciting growth opportunities for online communications," he said. "Durand is a clear leader in this area. Its Pangaea Network and ownership of the Electronic University Network, along with the Company's wealth of technical and marketing talent, all are important factors in our decision to make this acquisition."
Andre Durand, CEO of Durand Communications, said, "The combination of Online System Services and Durand increases the range and accelerates the time to market of new and innovative online solutions that cable and other broadband operators can make available to the local community. We are looking forward to taking advantage of the very strong technical and strategic synergies that exist between the two companies."
Online System Services develops a turnkey product and service package that puts broadband operators in the high-speed Internet service and local Web content business. The product offers customers new revenue streams from access and interactive services, including content, commerce and online transactions. Online System Services' clients include TINTA, TCI's international group; InterMedia Partners; American Telecasting Inc.; RE/MAX International; and Rockwell Federal Credit Union. Online System Services'corporate Web site is at http://www.ossinc.net.
Founded in 1993, Durand has built a strong reputation for creating and supporting online communities and electronic commerce applications. Durand's principal offerings include CommunityWare (http://www.communityware.com), an advanced set of tools, applications and services for building virtual communities on the Internet; and Pangaea Network ( http://www.pangaeanetwork.com), a distance learning network serving colleges, schools, associations and businesses. Information and statements in this report, other than historical information, should be considered forward looking and reflect management's current views of future events and financial performance that involve a number of risks and uncertainties. Factors that could cause actual results to differ materially include, but are not limited to, the following: the possibility that the acquisition of Durand Communications may not occur; general economic conditions and developments within the Internet and intranet industries; product development and technology changes; competition and pricing pressures; length of the sales cycle; variability of sale order flow; and management growth.
CONTACT: Steve Adams, President and CEO of Online System Services, Inc., 303-296-9200; or Jennifer Larson of Durand Communications, Inc., 805-962-2900, jlarson@durand.com ;or Investor Relations: Jay Pfeiffer or Matt Dickerson of Pfeiffer Public Relations, Inc., 303-393-7044, matt@pfeifferpr.com ; or Media Relations: Chad Morris of Metzger Associates, 303-786-7000, chad@metzger.com Web Site: http://www.ossinc.net