Kanbay and Its Directors Receive Purported Class Action Lawsuit
04 Dicembre 2006 - 9:30AM
PR Newswire (US)
ROSEMONT, Ill., Dec. 4 /PRNewswire-FirstCall/ -- Kanbay
International, Inc. (NASDAQ:KBAY) today announced that it has been
advised that a complaint has been filed in the Circuit Court of
Cook County, Illinois alleging that Kanbay and its directors
breached their fiduciary duties to the stockholders of Kanbay in
the negotiation of the proposed merger transaction between Cap
Gemini SA, Capgemini Financial Services, Inc. and Kanbay, which was
announced on October 26, 2006. The complaint, which purports to be
filed by a stockholder of Kanbay as a class action complaint,
alleges that the price negotiated is inadequate, that the directors
obtained benefits that are not available to the public stockholders
and that certain material disclosures are omitted from the
preliminary proxy statement Kanbay filed on November 13, 2006 with
the Securities and Exchange Commission. The complaint also alleges
that Cap Gemini aided and abetted the alleged breaches of fiduciary
duty. The complaint seeks monetary damages and injunctive relief.
(Logo: http://www.newscom.com/cgi-bin/prnh/20050830/CGTU033LOGO)
Kanbay and the other defendants believe that the lawsuit is without
merit and intend to defend it vigorously. About Kanbay
International, Inc. Founded in 1989, Kanbay International, Inc.
(KBAY) is a global IT services firm with approximately 6,900
associates worldwide. Kanbay provides a highly integrated suite of
management consulting, technology integration and development, and
outsourcing solutions through a proven global delivery platform to
clients focused on Financial Services and Consumer & Industrial
Products, as well as an emerging presence in the Communications
& Media and Life Sciences industries. Kanbay is a CMM Level 5
assessed company headquartered in greater Chicago with offices in
North America and India as well as London, Singapore, Hong Kong and
Melbourne. Further information about Kanbay can be found at
http://www.kanbay.com/. Forward-Looking Statements This press
release contains forward-looking statements under the federal
securities laws. Forward-looking statements with respect to the
completion of the proposed transaction are subject to certain risks
and uncertainties that could cause actual results to differ
materially from those set forth in such statements. We can give no
assurance that any future results discussed in these statements
will be achieved. Readers are cautioned not to place undue reliance
on these forward-looking statements, and any such forward-looking
statements are qualified in their entirety to the cautionary
statements contained in this press release. Neither Cap Gemini nor
Kanbay updates forward-looking statements and expressly disclaims
any obligation to do so. Additional Information and Where to Find
It In connection with the proposed acquisition of Kanbay by Cap
Gemini and the required stockholder approval, Kanbay filed on
November 13, 2006 with the Securities and Exchange Commission (the
"SEC") a preliminary proxy statement and will subsequently file a
definitive proxy statement. The definitive proxy statement will be
mailed to the stockholders of Kanbay. KANBAY'S STOCKHOLDERS ARE
URGED TO READ THE PROXY STATEMENT AND OTHER RELEVANT MATERIALS WHEN
THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE ACQUISITION AND KANBAY. Investors and
security holders may obtain free copies of these documents (when
they are available) and other documents filed with the SEC at the
SEC's web site at http://www.sec.gov/. In addition, investors and
security holders may obtain free copies of the documents filed with
the SEC by Kanbay by going to Kanbay's Investors page on its
corporate website at http://www.kanbay.com/. Kanbay and its
executive officers and directors may be deemed to be participants
in the solicitation of proxies from Kanbay's stockholders with
respect to the proposed acquisition. Information about Kanbay's
executive officers and directors and their ownership of Kanbay
common stock is set forth in the proxy statement for Kanbay's 2006
Annual Meeting of Stockholders, which was filed with the SEC on May
1, 2006. Investors and security holders may obtain information
regarding the direct and indirect interests of Kanbay and its
executive officers and directors in the proposed acquisition by
reading the preliminary and definitive proxy statements regarding
the proposed acquisition. In addition, Cap Gemini and its executive
officers and directors may be deemed to have participated in the
solicitation of proxies from the stockholders of Kanbay in
connection with the transaction described herein. Information
regarding the special interests of these directors and executive
officers will be included in the proxy statement to be circulated
in connection with the transaction. Additional information
regarding these directors and executive officers is also included
in Cap Gemini's information statements and publicly available
reports. These documents are available from Cap Gemini at
http://www.capgemini.com/, by mail at 11, rue de Tilsitt, Paris
75017, France or by phone at 33-1-47-54-5400.
http://www.newscom.com/cgi-bin/prnh/20050830/CGTU033LOGO
http://photoarchive.ap.org/ DATASOURCE: Kanbay International, Inc.
CONTACT: Investors: Seth R. Frank, Director of Investor Relations,
+1-847-385-4732 or Media: Geoff Nixon, Corporate Communications,
+1-847-384-6162 Web site: http://www.kanbay.com/
http://www.capgemini.com/
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