2007

IBA-iSOFT merger update

IBA’s securities were placed in a trading halt on 29 May 2007 following advice from iSOFT that it had received a letter from CSC Computer Sciences Limited (“CSC”) advising that CSC does not intend to consent to IBA’s acquisition of iSOFT. It is a condition of the acquisition that iSOFT obtains CSC’s consent to the change of control of iSOFT that would result from completion of the acquisition.

Gary Cohen, Executive Chairman of IBA Health, said: “IBA and iSOFT were surprised at the receipt of the letter from CSC in the light of previous discussions which both IBA and iSOFT had held with CSC. Both IBA and iSOFT are seeking urgent further discussions with CSC to resolve any issues and concerns that CSC may have so that CSC can consent to the Merger. IBA and iSOFT have also been advised that there is a reasonable basis for arguing that CSC has unreasonably withheld and/or delayed its consent. Both IBA and iSOFT are considering their rights and what further action to take in the light of this advice.

“The financial plan proposed by IBA will provide the financial stability and continuity to iSOFT to ensure the NPfIT programme is on a sound footing and will provide a platform for growing the business in the future.

“The boards of IBA and iSOFT have confirmed their commitment to the flagship products of the NHS programme and to the delivery of iSOFT’s existing contractual commitments to CSC. We will work with the board of iSOFT to secure the CSC consent,” concluded Mr Cohen.

Mr John Weston, Chairman and Acting CEO of iSOFT, said: “The iSOFT Directors maintain their stated intention to recommend unanimously to iSOFT shareholders to vote in favour of the all-share offer under which IBA will acquire the entire ordinary share capital of iSOFT, and which represents the most attractive option for our shareholders.

“We believe IBA’s offer and the associated refinancing of the combined business’s balance sheet will secure iSOFT’s financial position and enhance its ability to meet commitments to the NPfIT programme. We are seeking urgent clarification from CSC regarding the reasons for the recent changes in their position and are initiating proceedings to ensure that consent is not unlawfully withheld”, concluded Mr Weston.

IBA has lodged with the Australian Securities and Investments Commission a Supplementary Prospectus to the Original Prospectus dated 16 May 2007. The Supplementary Prospectus must be read together with the Original Prospectus, both of which will be available from the IBA website:
http://www.ibahealth.com/html/renounceable_rights_issue_prospectus.cfm

For further information, please contact: