TORONTO, Aug. 16, 2013 /PRNewswire/ – Davis + Henderson Corporation (“D+H” or
the “Corporation”) (TSX: DH, DH.DB) today announced it has successfully
completed the US$1.2 billion acquisition (the “Acquisition”) of Harland
Financial Solutions (“HFS”), a leading U.S.-based provider of strategic
technology, including lending and compliance, core banking, and channel
management technology solutions.

With the Acquisition, D+H improves its competitive position by expanding
its value-added suite of financial technology (“FinTech”) products for
banks and credit unions and accelerates its strategy of being a leading
North American FinTech provider. The complementary nature of D+H’s
combined offering is expected to fuel product cross-selling synergies
and new revenue opportunities by providing existing and new clients
with a more powerful solutions set that they can use to grow, compete,
meet compliance requirements and drive operational effectiveness.
Inclusive of HFS, D+H now serves approximately 6,200 customers in North
America and achieves greater revenue diversification by geography and
service line.

The all-cash transaction was funded by way of a bought deal prospectus
offering of subscription receipts and 6.00% extendible convertible
unsecured subordinated debentures for gross proceeds of $690.2 million
and from borrowings under a new committed credit facility. The stock
purchase agreement pertaining to the Acquisition was signed and
announced on July 23, 2013 and was subject to customary closing
conditions, including approval under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976 in the United States.

“The enthusiastic support received in the capital markets and in our
client markets since we announced the transaction is much appreciated
and reflects the clear value creation potential of this
transformational acquisition,” said Gerrard Schmid, CEO of D+H. “We
look forward to using our complementary technologies and expanded
capabilities to meet the broader needs of our combined client base of
6,200 and to forge an even stronger value proposition for the future as
we concentrate on growing our presence among the 13,000 banks and
credit unions who form our available market.”

For more information on this transaction, please visit www.NewFinTechFuture.com.

This press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities in the United States or any
jurisdiction in which such offer, solicitation or sale would be
unlawful. Any securities offered have not been and will not be
registered under the U.S. Securities Act of 1933, as amended, and may
not be offered or sold in the United States absent registration or an
applicable exemption from the registrations requirements of such Act
and applicable state securities laws.

ABOUT D+H

D+H is a leading provider of secure and reliable technology solutions to
North American financial institutions with a reputation for being a
trusted partner that helps clients build deeper, more profitable
relationships with their customers based on rich industry and market
insight, and consumer knowledge. Banks and credit unions across North
America rely on D+H to deliver solutions across three broad service
areas: Banking and Lending Technology, Lending Processing Solutions,
and Payments Solutions. Our integrated, compliant technology solutions
enable clients to grow, compete, and optimize their operations, while
our forward looking approach helps them stay ahead of the market and
anticipate changing consumer needs.

The acquisition of HFS, and its complementary product suite, will
enhance D+H’s position as a North American FinTech provider, increase
our current client base to approximately 6,200 banks and credit unions,
expand our capabilities as a leader in lending and compliance
solutions, core banking technology solutions and channel solutions,
create significant cross-selling and revenue synergies, improve
diversification and provide further support for our growth strategies.

In 2012, D+H rose to 35th on the FinTech 100, a ranking of the top
technology providers to the global financial services industry, and is
ranked 24th on the 2013 Branham 300, a listing of the top Canadian ICT
companies.

Davis + Henderson Corporation is listed on the Toronto Stock Exchange
under the symbol DH. Further information can be found at www.dhltd.com and in the disclosure documents filed by Davis + Henderson Corporation
with the securities regulatory authorities at www.sedar.com.

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

Certain statements contained in this new release that are not current or
historic factual statements constitute forward-looking information
within the meaning of applicable securities laws (“forward-looking
statements”). Statements concerning D+H’s objectives, goals,
strategies, intentions, plans, beliefs, expectations and estimates, and
the business, operations, financial performance and condition of the
Corporation are forward-looking statements. The words “believe”,
“expect”, “anticipate”, “estimate”, “intend”, “may”, “will”, “would”
and similar expressions and the negative of such expressions are
intended to identify forward-looking statements, although not all
forward-looking statements contain these identifying words. These
forward-looking statements are subject to important assumptions,
including the following specific assumptions: general industry and
economic conditions; changes in D+H’s relationship with its customers
and suppliers; pricing pressures and other competitive factors; the
anticipated effect of the Acquisition on the financial performance of
the Corporation; and the ability of D+H to achieve the expected
benefits of the Acquisition, including (i) D+H’s ability to enhance its
presence in the U.S. FinTech market, (ii) the diversification of D+H’s
business in terms of service offerings, clients and geographic focus as
a result of the Acquisition, (iii) the broadening of D+H’s sources of
long-term recurring revenues following the date hereof, (iv) D+H’s
ability to successfully integrate the HFS business with D+H’s existing
business, and (v) D+H’s expectation that the complementary nature of
D+H’s combined offering will result in cross-selling synergies and new
revenue opportunities.

The Corporation has also made certain macroeconomic and general industry
assumptions in the preparation of such forward-looking statements.
While the Corporation considers these factors and assumptions to be
reasonable based on information currently available, there can be no
assurance that actual results will be consistent with these
forward-looking statements. Forward-looking statements involve known
and unknown risks, uncertainties and other factors that may cause the
actual results, performance or achievements of D+H’s business, HFS’s
business or developments in the Corporation’s industry, to differ
materially from the anticipated results, performance, achievements or
developments expressed or implied by such forward-looking statements.
Risks related to forward-looking statements include, among other
things, challenges relating to the integration of HFS’ business with
D+H’s existing business; the possibility that D+H may not generate
sufficient cash flow following the Acquisition to maintain its current
dividend level and also reduce debt; challenges presented by declines
in the use of personal and business cheques; D+H’s dependence on a
limited number of large financial institution customers and dependence
on their acceptance of new programs; strategic initiatives being
undertaken to meet D+H’s financial objective; stability and growth in
the real estate, mortgage and lending markets; increased pricing
pressures and increased competition which could lead to loss of
contracts or reduced margins; challenges arising from changes in laws
and regulations in Canada and the United States; as well as general
market conditions, including economic and interest rate dynamics.

Given these uncertainties, readers are cautioned not to place undue
reliance on such forward-looking statements. Forward-looking statements
are based on management’s current plans, estimates, projections,
beliefs and opinions, and the Corporation does not undertake any
obligation to update forward-looking statements should assumptions
related to these plans, estimates, projections, beliefs and opinions
change except as required by applicable securities laws.

All of the forward-looking statements made in this news release are
qualified by these cautionary statements and other cautionary
statements or factors contained herein, and there can be no assurance
that the actual results or developments will be realized or, even if
substantially realized, that they will have the expected consequences
to, or effects on, the Corporation.

SOURCE Davis + Henderson Corporation