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CALGARY, May 1, 2019 /CNW/ - Sylogist Ltd.
(TSXV:SYZ) ("Sylogist" or the "Company"), is pleased to
announce the results of its Annual General and Special Meeting held
on May 1, 2019 and the directors
election of a chairman and committees for the ensuing year.
In addition, the Company is pleased to announce the Board of
Directors today approved a comprehensive plan to improve
shareholder value through increased financial performance, M&A
focus, enhanced board governance and accelerated growth
initiatives.
At the Meeting, the shareholders elected James Wilson, David
Elder, Ronald Cherkas,
Fraser Elliott and Taylor Gray to the Board of Directors of the
Company. At their meeting, immediately following the
shareholders' meeting, the Board appointed James Wilson to serve as Board Chairman, and
appointed Taylor Gray (Chairman),
Fraser Elliott and Ronald Cherkas to each of the Audit and
Compensation Committees of the Board.
Governance and Executive Compensation Plan Objectives:
- The Board of Sylogist committed to seeking the addition of a
qualified, independent director before its next annual meeting, to
increase the number of independent directors to 2/3 of the total
number of directors;
- The Board directed the Compensation Committee to negotiate the
replacement of senior executive employment contracts. These
negotiations are to address performance bonuses and change of
control compensation that could result in accretive performance and
value for the Company's shareholders, while retaining our
historically strong management. The Board's objective is to
attempt to have new employment contracts in place on or before the
start of the Company's next fiscal year, being October 1, 2019; and
- The Board further directed that the Compensation Committee
consider and recommend an equity incentive compensation plan, to
better align performance and shareholder value creation, with a
goal of being finalized not later than the Company's next annual
meeting.
Growth in Shareholder Value Initiatives:
- The Board directed management to complete a rigorous Company
operational review, to target annual savings through workforce
efficiency gains resulting in reduced annual costs of $1.8 million over historical costs. Much of
the review conducted to date has focused on the impact of a mobile
workforce. Today, over 80% of Sylogist's workforce has a
mobile component to their employment. The impact of a mobile
workforce reduces the need for fixed office space, administrative
support, certain sales costs and travel time, while promoting a
borderless workforce and improving employee work/life
balance. Through the flexibility provided by a mobile
workforce we are able to cover multiple time zone support and
professional service commitments, with a more streamlined employee
base. Functions, including software support, some software
development, sales, investor relations and professional services,
historically requiring extensive travel for face-to-face meetings,
are now largely addressed with technology conferencing tools.
This means we can now hire the most talented people who can be
located where they want to live;
- A number of organic growth initiatives are commencing in the
second half of fiscal 2019 with financial impact expected in the
fiscal 2020 results. Projects previously noted include a new
payroll platform and North
Carolina education market opportunities:
- The Company is currently testing a pay-per-use payroll platform
and will start rolling this service out to customers in Q3.
Effective by the end of June, the payroll platform will be
supplemented with an employee perks benefits system. The perks
system provides employees with tax effective benefits that well
exceed the employers' cost of the payroll system, making the
economic advantage of selecting a pay-per-use platform an easy
decision;
- Sylogist was not, at this time, selected for a master service
agreement with the state of North Carolina Department of Public
Instruction. To date, two larger organizations have been awarded
agreements to compete in the North
Carolina market once they pass a number of hurdles,
including state compliance. The Department of Public
instruction has, however, agreed to fund customer upgrades for the
modern K12 certified solution. Given the lengthy
process ahead for the new entrants' certification, testing and
piloting of new system offerings, the timeline for selection and
early implementation of replacement systems has been extended by 4
years or more from the original plan. The current plan leaves
Sylogist with a much longer runway of continued support for its
legacy system and funding for upgrades to its modern K12
system. The Company has adjusted the forward operating
parameters in the business to address the current situation and
these changes result in projected increased profitability over an
extended period of time. On a financial basis the Company is very
pleased with the developments in this market to date.
- Sylogist is pleased to announce the recent signing of a
$3M (CAD) professional services
contract to implement Sylogist's Navigator solution in multiple
international locations for a large not-for-profit
organization. Discussions are underway with the customer
toward a meaningful increase in scope and duration of this
contract.
- Senior executive efforts will be focused on M&A activity to
realize industry peer comparable value for our shareholders.
The Company is pleased to announce it will be releasing its
second quarter financial results before the market opening on
May 15th, 2019.
About Sylogist
Sylogist is a software company that, through strategic
acquisitions, investments and operations management, provides
comprehensive, mission-critical enterprise resource planning
("ERP") solutions, including fund accounting, grant management and
payroll to public service organizations. Sylogist's public
service customers include local governments, nonprofit
organizations, non-governmental organizations, educational
institutions and government agencies, as well as public compliance
driven and funded. Our Company delivers highly scalable,
multi-language, multi-currency software solutions, which serve the
needs of an international clientele.
Full financial statements together with Management's Discussion
and Analysis are available on SEDAR at www.sedar.com.
The Company's stock is traded on the TSX Venture Exchange under
the symbol SYZ. Information about Sylogist can be found at
http://www.sylogist.com.
Forward-looking Statements
Certain statements in this news release may be
forward-looking statements within the meaning of applicable
securities laws and regulations. These statements
typically use words such as expect, believe, estimate, project,
anticipate, plan, may, should, could and would, or the negative of
these terms, variations thereof or similar terminology.
Forward-looking information in this news release includes
statements with respect to the addition of an independent director,
the Company's intention to enhance financial performance through
negotiation of new employment arrangements, a new equity incentive
compensation plan, operating efficiencies or certain growth
initiatives, as well as statements regarding the timing of a new
payroll platform, customer contracting and focus on growth through
acquisition. By their very nature, forward-looking statements
are based on assumptions and involve inherent risks and
uncertainties, both general and specific in nature. It is
therefore possible that the beliefs and plans and other
forward-looking expectations expressed herein will not be achieved
or will prove inaccurate. Although Sylogist believes that the
expectations reflected in these forward-looking statements are
reasonable, it provides no assurance that these expectations will
prove to have been correct. Forward-looking information involves
risks, uncertainties and other factors that could cause actual
events, results, performance, prospects and opportunities to differ
materially from those expressed or implied by such forward-looking
information. Additional information regarding some of these risks,
uncertainties and other factors may be found under in the
management's discussion and analysis for the quarter ended
December 31, 2018 and other documents
available on the Company's profile at www.sedar.com. Material
assumptions and factors that could cause actual results to differ
materially from such forward-looking information include
Sylogist's ability to realize operating efficiencies, to
attract and retain customers, to acquire and to realize on its
investments. Although Sylogist believes that the material
assumptions and factors used in preparing the forward-looking
information in this news release are reasonable, undue reliance
should not be placed on such information, which only applies as of
the date of this news release, and no assurance can be given that
such events will occur. Sylogist disclaims any intention or
obligation to update or revise any forward-looking information,
whether as a result of new information, future events or otherwise,
other than as required by law.
Certain information set out herein may be considered as
"financial outlook" within the meaning of applicable securities
laws. The purpose of this financial outlook is to provide readers
with disclosure regarding Sylogist's reasonable expectations as to
the anticipated results of its proposed business activities for the
periods indicated. Readers are cautioned that the financial outlook
may not be appropriate for other purposes.
- 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 Sylogist Ltd.