MCLEAN, Va., and VANCOUVER, B.C., May 9, 2002 (PRIMEZONE) -- Sideware Systems, Inc. (TSE:SYDU) (OTCBB:SDWS) today announced that Chalk Media Corp., the parent company of the Chalk Group, has purchased 10,973,756 of its Common shares from Sideware for $1 million (U.S.) to close in two phases. Partial closing May 8, 2002 and final closing May 16, 2002.
Previous to this transaction, Sideware had owned 21,925,000 of the outstanding shares of Chalk.com Network (Holding) Corp., the parent company of the Chalk Group, and now will own approximately a 30.2% interest. In addition, Sideware will receive warrants for an additional 500,000 shares of Chalk.
"We purchased a significant interest in Chalk for $1 million plus 3.6 million shares of Sideware last year, and now have sold about half of our position for a million dollars," said Jim Speros, President and CEO of Sideware. "This transaction is a profitable one for our shareholders, and the proceeds will be used to further develop the business of KnowledgeMax, Inc."
About Sideware Systems and KnowledgeMax, Inc.:
Sideware is based in Vancouver and McLean and trades on the Toronto Stock Exchange (SYD.U) and the OTC Bulletin Board (SDWS). The company is focused on eLearning through its subsidiary, the Chalk Network, and has signed an agreement to merge with KnowledgeMax, Inc., which provides organizations with eBusiness systems for purchasing knowledge and learning products and services. KnowledgeMax has developed a customizable "Knowledge Resource Center" which is a one-stop system for providing employees with knowledge and learning materials. It contains millions of books, online courses, training videos, audio, and other learning and information. Complementary premium services allow for the management and delivery of client-developed content and "information on demand." Its customers include IBM (NYSE:IBM), Accenture (NYSE:ACN) , the International Society for Performance Improvement and the National Association of Manufacturers. KnowledgeMax is based in McLean.
About Chalk:
The Chalk Group is the producer of the television show "Dave Chalk's Computer Life," and also produces customized Internet video content for use in corporate eTraining and eLearning environments. Chalk Media has provided marketing and training consultation, content, delivery and support for companies like Microsoft (Nasdaq:MSFT), Royal Bank and Telus.
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995:
This document contains 'forward-looking' statements that involve risks, uncertainties and assumptions. All statements other than statements of historical fact are statements that could be deemed 'forward-looking' statements. For example, statements of expected synergies, growth and revenue opportunities, timing of closing, management and organizational structure are all 'forward-looking' statements. Risks, uncertainties and assumptions include the possibility that the market for the sale of certain products and services may not develop as expected; that development of these products and services may not proceed as planned; that the KnowledgeMax transaction does not close or that the companies may be required to modify aspects of the transaction to achieve regulatory approval; or that prior to the closing of the proposed merger, the businesses of the companies suffer due to uncertainty; that the parties are unable to transition or obtain customers, successfully execute their integration strategies, or achieve planned synergies; other risks that are described from time to time in Sideware's Securities and Exchange Commission reports (including but not limited to the annual report on Form 10-K for the year ended December 31, 2001, and subsequently filed reports). If any of these risks or uncertainties materialize or any of these assumptions prove incorrect, Sideware's results could differ materially from Sideware's expectations in these statements. For further discussion of important risk factors that may materially affect management's estimates, Sideware's or KnowledgeMax's results, and the forward-looking statements herein, please see the risk factors contained in Sideware's SEC filings.
Filed by Sideware Systems, Inc. Pursuant to Rule 425 Under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Act of 1933.