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Exhibit 99.1
F O R I M M E D I A T E R E L E A S E
CONTACT:
Renee Wildman
Public Relations Director
Edify Corporation
(408) 982-2014
reneew@edify.com
Marcy Theobald
Public Relations Manager
Security First Technologies
(404) 812-6254
mtheobal@s1.com
Tracey Frederickson
Sr. Account Executive
(617) 926-6665 x126
tfrederickson@sterlinghager.com
Eric Berman
Kekst and Company
(212) 521-4800
eric-berman@kekst.com
Aliki Steen
FICS Group
Head of Corp. Marketing & Comm.
+32-2-714-42-20
aliki.steen@ficsgrp.com
Security First Technologies, FICS and Edify
Join Forces to Provide Financial Portal Solutions for
Financial Institutions Worldwide
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ATLANTA, BRUSSELS AND SANTA CLARA, CALIF., MAY 17, 1999 -- Security First
Technologies to Acquire FICS and Edify; Combined Transactions Valued at
Approximately US $1.4 Billion
New Company to Accelerate Delivery of Financial Portal Solutions to Financial
Services Industry
Security First Technologies (NASDAQ:SONE - news), a premier provider of
Internet-based applications for the financial services industry, today announced
that it has agreed to join forces with FICS and Edify to create the preeminent
provider of transactional financial portal solutions for financial institutions
worldwide.
Under the agreement, a Security First Technologies' Belgian subsidiary will
acquire FICS Group N.V., a privately held company based in Brussels, Belgium. In
addition, Security First Technologies has agreed to acquire Edify Corporation
(NASDAQ:EDFY - news) of Santa Clara, California.
In connection with the FICS transaction, Security First Technologies will issue
20 million shares of its stock. In the Edify transaction, Security First
Technologies and Edify have agreed to a fixed exchange ratio whereby Security
First Technologies will issue 0.330969 shares for each share of Edify stock or
approximately 6.4 million shares in total. Based on Security First Technologies'
closing price of US$54.00 on May 14, 1999, the value of the FICS transaction is
approximately US$1.08 billion, and the value of the Edify transaction is
approximately US$345 million.
James S. Mahan III, Security First Technologies' chief executive officer,
commented, "By combining these three organizations, we are creating the world's
most complete financial portal solutions provider that is well positioned to
take advantage of the explosive growth of the online financial services market.
This strategic business combination will be the catalyst for accelerating the
e-commerce revolution and propelling the value of financial portal capabilities
throughout the financial services industry."
Collectively, the new organization will deliver a complete set of solutions that
span a financial institution's enterprise, from consumer banking, brokerage and
insurance applications to small business and corporate electronic banking
products to financial reporting solutions. These applications can be delivered
across multiple access devices and channels, such as Internet, wireless, and
interactive voice response (IVR). The new organization will have strategic
relationships with more than 35 of the top 100 financial institutions worldwide,
including organizations such as:
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o ABN-AMRO
o BancBoston
o Bank One
o Bank of America
o Bank of East Asia
o BNP
o Chase Manhattan
o Citibank
o National Australia Bank
o Royal Bank of Canada
o United Overseas Bank
ADDITIONAL TERMS OF THE AGREEMENT
The corporate headquarters for the new company will be in Atlanta, Georgia, with
major operational centers in Brussels, Belgium and Santa Clara, California. As
soon as the acquisitions are complete, the three organizations will be combined
under the name of S1 Corporation. Mahan will remain CEO of S1. Michel Akkermans,
FICS's founder, CEO and Chairman of the Board, will serve as President and
manage field operations, product strategy, product development, and corporate
marketing. Jeffrey Crowe, Edify's CEO and President, will be responsible for
corporate development strategy, finance and administration. Both Akkermans and
Crowe will join the S1 Board of Directors, with Akkermans named as Chairman and
Crowe as Vice Chairman. The transactions, both of which will be accounted for on
a purchase accounting basis, are expected to be completed in the fourth quarter
of 1999. Both transactions are subject to customary regulatory filings and
Security First Technologies' shareholder approval. The Edify transaction also is
subject to approval by Edify shareholders. The acquisition of FICS by the
Belgian subsidiary of S1 is also subject to the subsidiary obtaining financing
for the acquisition.
STRENGTHS OF THE NEW ORGANIZATION
The worldwide retail Internet banking applications market was US$500 million in
1998 and is expected to grow 40 percent annually to approximately, US$2.7
billion by 2003, according to Dove Associates, a Boston-based international
management consulting firm. The companies expect that the combined organization
will accelerate this growth and industry expansion.
According to Akkermans, "Together, the new organization will consist of the most
comprehensive set of resources available, including a combined total of more
than 400 developers, more than 600 implementation professionals, and more than
US$50 million in R&D investments on an annual basis. This powerful combination
will give financial institutions a more
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robust, turn-key financial portal solution with outsourcing options for greater
cost efficiency and faster time to market, as well as a wide portfolio of
additional software products and services." Shortly after completion of the
acquisitions, customers of the new organization will begin realizing key
benefits, including new product availability, services for new market segments
and data center hosting capabilities. While the long-term strategy of the new
organization will be to converge to common technology, there are several points
of integration that will be made possible immediately through the existing S1
Data Center in the U.S.
According to Crowe, "This powerful combination will enable us to create world
class financial portal solutions, incorporating transactional capabilities,
content and one-to-one marketing. We will be unique in our ability to deliver
additional functionality that helps our financial institutions enhance customer
retention, increase revenue opportunities and create new competitive
advantages."
INTUIT CORPORATION TO INVEST $50 MILLION IN SECURITY FIRST TECHNOLOGIES
In a separate agreement announced today, Security First Technologies and Intuit
Inc. (NASDAQ:INTU - news) and its affiliates announced that the companies have
entered into a strategic alliance to deliver online personal financial software
and services to financial institutions. Under the terms of the multi-faceted
agreement, the companies will exchange technologies in an effort to deliver the
world's leading interactive financial management software and Internet-based
financial tools to financial institutions. The two companies also agreed that in
exchange for an investment of US$50 million, Intuit will receive approximately
971,000 shares of Security First Technologies stock at an average10-day trailing
price of US$51.50 per share. Additionally, Intuit receives options to purchase
5,429,000 shares of Security First Technologies.
SECURITY FIRST TECHNOLOGIES INFORMATION
Consistently delivering on its original vision of providing an end-to-end
financial portal solution to financial institutions and a consolidated view of
an end user's financial landscape, Security First Technologies is recognized as
an industry leader in providing Internet-based applications for the U.S.
financial services industry. Its applications served as the backbone for the
world's first Internet bank, Security First Network Bank, which provided
Security First Technologies with a strategic insight into a financial
institutions' needs as it expands into this alternative delivery channel. The
company's unique, long-term revenue model and a market capitalization exceeding
US$2.0 billion have contributed significantly to Security First Technologies'
leadership position in these transactions. For the year ended December 31, 1998,
Security First Technologies reported revenues were US$24.2 million.
The company builds, delivers and operates integrated, transactional and
brandable Internet applications for financial institutions. Security First
Technologies' secure solutions are available
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for in-house implementation or can be outsourced to its Data Center. Security
First Technologies also offers training, product integration and customer
service center outsourcing. Through direct sales and channel partnerships,
Security First Technologies provides software applications and technology to
more than 100 financial entities, including 14 of the top 100 U.S. financial
institutions. Security First Technologies has more than 375 employees worldwide
and can be reached at www.s1.com.
FICS INFORMATION
FICS enriches the enterprise-wide solution set to be delivered by the new
organization in several key areas: corporate electronic banking, Java-based
Internet banking and central bank reporting software. FICS also brings expertise
in smart card development and wireless technology. In addition, the company's
worldwide presence gives the new entity an immediate operational presence in 10
countries, and a customer base in 26 countries.
FICS was founded in 1989 by Michel Akkermans, current CEO and Chairman. FICS has
since grown exponentially to become one of the world's leading software
companies in the field of regulatory financial reporting and remote electronic
banking. FICS today employs more than 650 people across 12 locations in 10
countries: Australia, Belgium (headquarters), France, Luxembourg, Portugal, the
Netherlands, Spain, the United Kingdom and the United States. FICS' website is
at www.ficsgrp.com
EDIFY INFORMATION
Edify is a global leader in Internet and voice e-Commerce solutions, and brings
S1 the means to automate, integrate, and personalize interactions with customers
through multiple channels. Edify also brings an extensive customer base of both
large and mid-sized financial institutions, including more than 300 financial
services institutions and more than 1,250 organizations. In addition, Edify's
Electronic Banking System will remain the on-premise solution for the combined
companies.
Edify's Electronic Workforce server software provides a scalable, Windows
NT-based platform for building applications that span speech recognition, IVR,
fax and Internet. Additionally, through Edify's 470 employees, the new company
will gain increased knowledge of NT-based and small businesses programming
capabilities and additional project management bench strength to more
effectively develop Internet banking applications and enhancements. Furthermore,
through Edify's Santa Clara offices, the new company will have a valuable
Silicon Valley presence. Edify also brings strategic partnerships with
technology leaders such as Microsoft, IBM, NCR and BellSouth. Edify software is
distributed directly and through leading solutions providers, application
partners, and distributors worldwide.
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BancBoston Robertson Stephens is acting as financial adviser to Security First;
Goldman Sachs is advising Edify; CS First Boston is advising FICS.
FORWARD-LOOKING STATEMENTS
Statements in this news release concerning future results, performance,
expectations or intentions are forward-looking statements. Actual results,
performance or developments may differ materially from forward-looking
statements as a result of known or unknown risks, uncertainties and other
factors, including those identified in the Company's filings with the Securities
and Exchange Commission, press releases and other public communications.
Security First Technologies is a registered trademark and S1 is a trademark of
Security First Technologies Corporation. All other Company and product names may
be trademarks of their respective owners.
Edify and Electronic Workforce are registered trademarks, and Electronic Banking
System and Employee Service System are trademarks of Edify Corporation. All
other Company and product names may be trademarks of their respective owners.
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