TORONTO, April 11, 2012 /PRNewswire/ -- Symbility
Solutions Inc.® ("Symbility"), a wholly-owned subsidiary of
Automated Benefits Corp.® (TSX:V–AUT) (the
"Corporation"), provider of accurate and easy-to-use claims
processing and estimating software for the property and casualty
insurance industry, has closed the previously announced transaction
to acquire Marshall & Swift/Boeckh, LLC's ("MSB") claims
division (the "Transaction"). MSB is a wholly-owned
subsidiary of Decision Insight Information Group, Inc.
("Decision Insight"). Decision Insight is indirectly
wholly-owned by Property Data Holdings Ltd. ("Property
Data"), a portfolio company of TPG Capital
("TPG"). As part of the Transaction, the Corporation
issued 52,189,286 common shares (the "Common Shares"),
having an approximate value of C$18.1
million, to MSB and certain of its affiliates, which
represents 30 percent of the Common Shares issued and outstanding
immediately following the issuance, after adjusting for issued and
outstanding options to acquire Common Shares.
"We are extremely excited to have completed this transaction
that augments Symbility's existing expertise in claims processing,
loss estimating solutions and process analytics technologies,
making us a stronger alternative in the market. We are
uniquely positioned to provide innovative and flexible tools that
deliver a better claims experience for insurance carriers, vendors
and the entire claims community," announced James Swayze, Chief Executive Officer, Symbility
Solutions.
In addition, in connection with the Transaction, MSB purchased
by way of a private placement 7,021,530 Common Shares at a price of
C$0.27 per Common Share for aggregate
gross proceeds to the Corporation of approximately $1.9 million, which proceeds will be used for
general working capital purposes. As a result, Property Data,
indirectly, owns 33.29% of the current outstanding Common Shares as
of the closing of the Transaction and is the largest shareholder of
the Corporation. Two representatives from Decision Insight, a
portfolio company of TPG, and one representative from TPG, have
also been elected to the Corporation's Board of Directors, as
announced March 28, 2012:
Chris Cartwright, Chief Executive
Officer, MSB and Decision Insight; Chris
Jutkiewicz, Chief Technology Officer, Decision Insight; and
Nehal Raj, a Principal in the
Technology Group of TPG.
"Since announcing our plans to join forces with Symbility on
January 25th, our customers and
industry partners have responded with enthusiasm to the prospect of
having the proven, market-driven, enterprise solution that this
combination represents," said Chris
Cartwright. "The integration of MSB's loss estimating
data with Symbility's workflow software to deliver this
best-in-class solution, along with our investment in Symbility's
parent company, reinforces MSB's long-term commitment to the
property claims industry and supports our strategy to be the
premier enterprise information, analytics and workflow provider to
property insurers."
"TPG is enthusiastic about the prospects for Symbility Solutions
and its strategic collaboration with MSB," said Nehal Raj of TPG. "We are committed to
building a market-leading franchise in this space, investing behind
Symbility's compelling growth prospects and strong management
team."
As part of the Transaction, the Corporation will fund a cash
dividend in the amount of C$0.01 per
Common Share to shareholders of record as at the close of business
on April 9, 2012. It is
anticipated that the Corporation will pay the dividend on or around
April 20, 2012.
About Automated Benefits Corp.
Automated Benefits Corp.® (TSX:V – AUT) is a progressive
software company dedicated to developing applications for the
insurance industry in North
America and Europe. The organization currently has two
platforms: Symbility® and Adjudicare®.
Symbility Solutions provides powerful, accurate and easy-to-use
claims processing and estimating software solutions for Property
& Casualty Insurers. Our collaborative workflow
management, mobile estimating and claims triage solutions allow
insurers to reduce costs while delivering a market leading claims
experience.
Adjudicare is an advanced, practical software solution used by a
network of Employee Benefits Brokers and Third Party Administrator
partners across Canada in the
adjudication of health and dental claims. Adjudicare's
rules-based engine and leading-edge features ensure that claims are
precisely adjudicated and paid in real-time, giving our partners'
customers optimum flexibility, along with transparent disclosure on
the benefit plan's financial performance.
Forward-Looking Statements Advisory
Certain information included in this press release constitutes
forward-looking statements and information and future-oriented
financial information under applicable securities legislation and
is provided for the purpose of expressing management's current
expectations and plans for the future. Readers are cautioned
that reliance on such information may not be appropriate for other
purposes, such as making investment decisions.
More particularly, this press release contains statements
concerning the anticipated dividend payment date, as well as the
Corporation's and Symbility's anticipated: business development
strategy and growth. The forward-looking statements are based on a
number of key expectations and assumptions made by the Corporation
and Symbility, including expectations and assumptions concerning
target market acceptance of the Corporation's and Symbility's
products, current and new product performance, and evolving markets
for their products. Although the Corporation believes that
the expectations and assumptions used to develop the
forward-looking statements are reasonable, undue reliance should
not be placed on the forward looking statements because the
Corporation can give no assurance that they will prove to be
correct.
Since forward-looking statements address future events and
conditions, by their very nature they involve numerous risks and
uncertainties that contribute to the possibility that the
projections and forecasts in the forward-looking statements will
not occur and that actual performance or results could differ
materially from those anticipated in the forward-looking
statements. These risks and uncertainties include, but are
not limited to, the risks associated with uncertainty as to product
development milestones being met, product performance risks,
competition for capital and market share, uncertainty as to target
markets, uncertainty as to patent and proprietary rights,
availability and retention of management and key personnel,
uncertainties relating to potential delays or changes in plans with
respect to product development or capital expenditures, and the
ability of the Corporation to access sufficient capital on
acceptable terms. This is not an exhaustive list and additional
information on these risks and other factors that could affect the
Corporation' and Symbility's operations and financial results are
included in reports on file with the Canadian securities regulatory
authorities and can be accessed through the SEDAR website at
www.sedar.com.
The forward-looking statements contained in this press release
are made as of the date hereof and the Corporation undertakes no
obligation to update publicly or revise any forward-looking
statements or information, whether as a result of new information,
future events or otherwise, unless so required by applicable
securities laws. Additionally, the Corporation undertakes no
obligation to comment on the expectations of, or statements made
by, third parties about the Corporation.
All trade names are the property of their respective owners.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE MSB