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EXHIBIT 99.2
Marcy Theobald Tracey Frederickson
Public Relations Manager Sr. Account Manager Eric Berman
Security First Technologies Sterling Hager, Inc. Kekst and Company
(404) 812- 6254 (617) 926-6665 x126 212-521-4800
mtheobal@s1.com tfrederickson@sterlinghager.com eric-berman@kekst.com
Aliki Steen
Renee Wildman, Director PR FICS Group
Edify Corporation Head of Corporate Marketing & Communication
(408) 982-2014 +32 2 714 42 20
reneew@edify.com aliki.steen@ficsgrp.com
SECURITY FIRST TECHNOLOGIES, FICS AND EDIFY JOIN FORCES
TO PROVIDE FINANCIAL PORTAL SOLUTIONS FOR FINANCIAL
INSTITUTIONS WORLDWIDE
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
ATLANTA, BRUSSELS, SANTA CLARA, May 17, 1999 -- Security First Technologies
(NASDAQ:SONE), a premier provider of Internet-based applications for the
financial services industry, today announced that its 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) 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
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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: ABN-AMRO BancBoston Bank One Bank of
America Bank of East Asia BNP Chase Manhattan Citibank National Australia Bank
Royal Bank of Canada United Overseas Bank.
- ABN-AMRO
- BancBoston
- Bank One
- Bank of America
- Bank of East Asia
- BNP
- Chase Manhattan
- Citibank
- National Australia Bank
- Royal Bank of Canada
- 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.
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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 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 US$50 MILLION IN SECURITY FIRST TECHNOLOGIES
In a separate agreement announced today, Security First Technologies and
Intuit Inc. (NASDAQ:INTU) 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 average 10-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 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
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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.
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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.