CALGARY, Aug. 29 /CNW/ --
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Proposed Sale of Wellcore Assets
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CALGARY, Aug. 29 /CNW/ - Decision Dynamics Technology Ltd. (TSXV: DDY) announced today that its directors have unanimously approved, and Decision Dynamics and its U.S. subsidiary (collectively, "Decision Dynamics" or the "Company") have entered into, a formal purchase and sale agreement with a subsidiary of P2 Energy Solutions, Inc. for the sale of the Company's Wellcore oil and gas well life cycle management software platform, which includes all of the assets, (including all applicable intellectual property) and personnel associated with the development, marketing, sale and support of the Wellcore software application (collectively the "Wellcore Assets").
"The Company has been assessing strategic alternatives for its businesses throughout 2008. Our strategic evaluations and initiatives led to active discussions with P2 Energy Solutions, the industry's leading provider of oil and gas information technology solutions. These discussions have culminated in our entering into a formal purchase and sale agreement for the sale of our Wellcore Assets. Of paramount importance to both the Company and P2 Energy Solutions during the negotiations leading to the approval and execution of the Wellcore Asset sale agreement has been a commitment to ensuring that Wellcore's customers' investments in the Wellcore product remain secure and future-oriented. To this end, P2 Energy Solutions has committed to continue developing and enhancing the Wellcore products," said Justin Zinke, DDY's Chief Executive Officer. "The sale of the Wellcore Assets enables the Company to focus on growing its remaining products and business, including the Oncore line of products. In addition, the proceeds from the Wellcore Asset sale will allow the Company to aggressively invest in the sales and marketing resources needed to allow the Company to finish the development of its next generation of products."
"The combination of Wellcore's and P2 Energy Solutions' products helps solidify our focus on creating a more comprehensive solution for customers," said Gary Vickers, CEO of P2 Energy Solutions. "In addition, we are excited at the prospect of integrating our products and people to evolve our combined solutions to best meet the needs of our current and future customers."
Completion of the proposed sale of the Wellcore Assets (the "Transaction") is subject to the terms and satisfaction of the conditions set forth in the formal purchase and sale agreement between Decision Dynamics and the P2 Energy Solutions subsidiary (the "Wellcore Asset Sale Agreement"), which include, among other conditions, that the Company receive TSX Venture Exchange ("TSXV") approval prior to closing. TSXV approval requires that DDY shareholders holding more than 50% of the outstanding shares have consented in writing to the Transaction. Under the Wellcore Asset Sale Agreement, P2 Energy Solutions has agreed to cash consideration of CAD$5 Million for the Wellcore Assets, subject to holdback and release conditions. Decision Dynamics is to receive approximately 80% of the proposed consideration upon the Transaction closing.
Under the Wellcore Asset Sale Agreement, P2 Energy Solutions acknowledged that it will license back to Decision Dynamics rights to use and support the Company's X-core technology (the X-core assets are being conveyed by Decision Dynamics to P2 Energy Solutions pursuant to the proposed Transaction), which is the foundational technology for Decision Dynamic's Linecore product line. None of DDY's Oncore assets are being conveyed to P2 Energy Solutions pursuant to the Transaction.
The Company expects the Transaction to be completed during September 2008.
About Decision Dynamics Technology Ltd.
Decision Dynamics is a leading provider of innovative knowledge capture, workflow management, reporting and analytics software solutions to the energy sector, including major oil and gas and electrical power companies. Its flagship products include Oncore, a project cost management solution that provides real-time cost information, contract validation and approvals for operations management and capital projects; and Wellcore, a well lifecycle management solution that provides oil and gas companies with business visibility and operations agility. The Company has also developed X-Core, a fully integrated, end-to-end data modeling and application development system that can be leveraged across vertical markets. Decision Dynamics is a Microsoft Gold Certified Partner. The Company's head office is located in Calgary, Alberta, Canada. It operates wholly-owned foreign subsidiaries in the United States with offices in Houston, Texas.
About P2 Energy Solutions, Inc.
P2 Energy Solutions focuses on the development and support of data, software and enterprise services to meet the information and business process needs of the energy industry. P2 Energy Solutions is the oil and gas industry's most comprehensive source of asset management solutions including Entelligent, Enterprise Upstream, Reserve Management, Excalibur, Qbyte, Enterprise Land, Tobin GIS Studio and Tobin SuperBase. With solutions deployed at more than 500 companies worldwide, P2 Energy Solutions enables clients to achieve greater productivity while maintaining effective controls.
P2 Energy Solutions has an 80-year history of serving the oil and gas industry and understands its workflow processes. P2 Energy Solutions has the breadth and depth of expertise to meet the expanding financial, operational and data management needs of energy companies from private independents to supermajors. The company is headquartered in Denver, Colorado and has operations in the United States, Canada and other international locations. More information can be found at www.p2es.com.
Forward-looking Information or Statements
In this news release, the Company makes forward-looking statements or provides forward-looking information (collectively "forward-looking statements"). Forward-looking statements relate to future events or Decision Dynamics' future performance or financial position and, by their nature, typically involve numerous assumptions, inherent risks and uncertainties, both general and specific, and the risk that such forward-looking statements will not be achieved. The use of any of the words "could", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking statements and are based on Decision Dynamics' current belief or assumptions as to the outcome and timing of such future events. These forward-looking statements include but are not limited to comments with respect to objectives and strategies, financial condition, results of operations and industry conditions. Readers of this news release are cautioned not to place undue reliance on forward-looking statements as a number of important factors could cause actual future results to differ materially from the plans, objectives, estimates and intentions expressed in such forward-looking statements. For example, forward-looking statements may be influenced by the following factors: the level of exploration and development carried on by the Company's customers; crude oil, natural gas and other commodity prices; demand for electricity; weather; availability of capital and financing and government policies. The financial Risks sections of the Company's interim and annual Management Discussion and Analyses, as filed with applicable securities regulatory authorities and available through www.sedar.com, provides additional information regarding key factors that could cause actual results to differ materially from those projected in our forward-looking statements. The Company cautions that the foregoing list of factors is not exhaustive and that, when relying on forward-looking statements to make decisions, investors and others should carefully consider the foregoing factors as well as other uncertainties and events. The Company disclaims any intention or obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as may be expressly required by applicable securities laws.
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