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Last Post: 4/25/2005 12:30:22 PM - Followers: 3 - Board type: Free - Posts Today: 0

CGI Holding Corporation Enters Into Letter of Intent to Merge With MarketSmart Companies Wednesday November 17, 10:57 am ET Combination Will Create Powerful Synergies Between Online and Offline Marketing Services Firms and Will be Immediately Additive to Earnings LAKE BLUFF, Ill.--(BUSINESS WIRE)--Nov. 17, 2004-- CGI Holding Corporation (OTCBB:CGIH - News; the "Company") today announced that the Company has entered into a letter of intent to merge with privately-held MarketSmart Advertising, Inc., Rightstuff d/b/a Bright Idea Studios, and Checkup Marketing, Inc. (the "MarketSmart Companies"). Based in Raleigh, North Carolina, the MarketSmart Companies provide world-class advertising, marketing, branding, public relations, and shopping evaluation services. Founded in 1995, the MarketSmart Companies have realized steady, profitable growth and are expected to have 2004 revenues in excess of $8 million. The MarketSmart Companies have 46 full-time employees, and maintain more than 30 accounts, including Subway Sandwich franchise groups (30 plus local markets) and Bowe Bell + Howell. Co-founders Gregory J. Cox, Lewis Finch III and Steven Thanhauser will continue to lead the MarketSmart Companies following the closing. ADVERTISEMENT The Company intends to acquire all of the stock of the MarketSmart Companies in exchange for $3 million plus one million shares of restricted common stock of the Company. The Company also plans to issue to stockholders and employees of the MarketSmart Companies warrants to purchase an aggregate of approximately 140,000 shares of common stock of the Company. The merger is expected to be immediately additive to the earnings of CGI Holding Corporation, which has recently announced financial guidance of $0.04 - $0.05 per share for the fourth quarter of 2004, and $0.20 - $0.25 per share for 2005. The closing of the proposed transaction is subject to the satisfaction of a number of conditions, including the execution of definitive merger and employment agreements, the completion of audits of the MarketSmart Companies, and other customary conditions. Gerard M. Jacobs, the Company's CEO, stated "The MarketSmart Companies are all about highly professional, extremely talented people making it happen for their clients. We are excited about the prospect of Greg Cox, Lewis Finch and Steve Thanhauser becoming our partners in helping us build a worldwide leader in offline and online marketing, advertising and public relations. This merger will allow our WebSourced subsidiary and MarketSmart to significantly expand their client bases, by providing compelling, cost-effective online and offline marketing services." Steven "Pat" Martin, the CEO of the Company's WebSourced subsidiary, stated, "Combining MarketSmart's traditional advertising and marketing with WebSourced's search engine marketing services will allow us to offer a truly integrated service. We already believe that WebSourced provides online marketing services that offer unmatched levels of return-on-investment; by joining with MarketSmart, we will be able to offer our clients a heuristic, impartial view of their complete campaign." Martin added, "Never before has a search engine marketing company been able to offer truly compelling offline marketing services. WebSourced and MarketSmart will emerge as a new leader in both interactive marketing and traditional advertising." Steven Thanhauser, the CEO of the MarketSmart Companies, stated, "We are so excited with the natural symbiotic relationship that will take place with WebSourced and MarketSmart when this merger occurs. It is incredibly powerful and trendsetting for the advertising industry. Combining MarketSmart's traditional "offline" full service agency strengths with the WebSourced "online" services will allow us to offer a turnkey solution for a much broader range of clients." CGI Holding Corporation, based in Lake Bluff, Illinois (see www.cgiholding.com) currently has one subsidiary, WebSourced, Inc., Morrisville, North Carolina, a leader in search engine optimization, pay-per-click campaign management, and online dating (see www.websourced.com, www.keywordranking.com and www.cherish.com).
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#43   Bob and stockpeeker, CGI breakdown by division (FY04 abh3vt 04/25/05 12:32:16 PM
#42   My impression is that Websourced is their primary Bobwins 04/25/05 10:54:33 AM
#41   I thought THK's big moneymaker was online personal stock_peeker 04/25/05 10:43:58 AM
#40   Primary Ads deal closed. Company reiterated guidance of Bobwins 04/25/05 10:32:11 AM
#39   Kowabunga! dotcominvestor01 03/14/05 10:17:00 AM
#38   PrimaryAds This is a MAJOR acquisition in a VERY dotcominvestor01 03/13/05 01:48:18 AM
#37   Name change today to THK. Looks like Argyll 03/03/05 09:15:10 AM
#36   coolguy re cgih.ob. I think AMEX listing Bobwins 03/02/05 01:27:44 PM
#35   any insight into what the amex listing will coolguy 03/02/05 12:06:59 PM
#34   The buzz in paid search Bobwins 03/01/05 04:18:12 PM
#33   Why CGIH is a growth stock dotcominvestor01 02/22/05 10:27:00 AM
#32   TWO ACQUISITIONS ANNOUNCED THIS MORNING dotcominvestor01 02/22/05 10:16:27 AM
#31   They made an acquisition in January of MarketSmart. Argyll 02/22/05 03:40:49 AM
#30   You may be right. You can make Bobwins 02/22/05 01:56:22 AM
#29   I think the last acquisition that they announced dotcominvestor01 02/22/05 01:30:29 AM
#28   Argyll, re cgih.ob CEO of Nwau Bobwins 02/21/05 11:28:25 PM
#27   Bobwins, I believe NWAU delayed a filing for listing Argyll 02/21/05 08:05:45 PM
#26   I am still holding and like the longer Bobwins 02/21/05 06:56:24 PM
#25   Bobwins Still like CIGH? The AMEX app seems to Argyll 02/21/05 06:43:57 PM
#24   Darn! Up .40 yesterday and another .30 Argyll 02/03/05 10:24:48 AM
#23   anyone aware of when cgih's earnings are due coolguy 02/02/05 11:15:24 AM
#22   http://newsobserver.com/business/story/2010496p-8392688c.html Argyll 01/31/05 04:44:11 PM
#21   CGIH moving up quite a bit today. Argyll 01/27/05 02:26:25 PM
#20   [Blocked Ads] Bobwins 01/26/05 01:31:05 PM
#19   Bobwins, I notice there is constant selling (78,000 in Argyll 01/26/05 10:53:46 AM
#18   IPII announcement is still a few weeks away. stock_peeker 01/19/05 11:20:58 AM
#17   I own both CGIH at 4.50 and IPII mikeo56 01/19/05 11:07:41 AM
#16   Looks like there's still some selling pressure. Argyll 01/19/05 10:47:19 AM
#15   Argyll, I think the stock registration is Bobwins 01/17/05 01:49:15 PM
#14   I listened to the CEO interview which was Argyll 01/17/05 12:29:07 PM
#13   PR today created some positive momentum for the Bobwins 01/14/05 01:51:36 PM
#12   After the recent drop, everyone still like this? Argyll 01/13/05 11:18:58 PM
#11   anyone have any insight into the potential amex listing. coolguy 01/12/05 11:59:47 AM
#10   Looks like the gang is all here...Bought in mikeo56 01/11/05 08:35:20 PM
#9   Form 4's filed today... shmolton 01/06/05 06:22:49 PM
#8   This is a painful sell-off in the short abh3vt 01/05/05 12:27:42 PM
#7   Yes, today isn't looking to pretty, especially since shmolton 01/05/05 11:40:02 AM
#6   Big selloff today. down to 5.25, back Bobwins 01/05/05 10:34:08 AM
#5   hey now babycakes 01/02/05 05:52:59 PM
#4   Hey there cakes. shmolton 01/02/05 05:47:47 PM
#3   Hey there Bob... shmolton 01/02/05 05:47:18 PM
#2   I am holding cgih.ob because it is a Bobwins 01/01/05 03:17:26 PM
#1   this must be kdkd's board. ITS MAJOR> babycakes 11/18/04 10:10:24 PM
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