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Entrust Acquires enCommerce in $470 Million Deal

Entrust Technologies said it will acquire and merge with enCommerce Inc. in a $470 million deal that will create a trust-based e-business infrastructure company and a provider of solutions for enterprise portals, vertical portals and other e-marketplaces.

The agreement is structured as a stock-for-stock merger with privately held enCommerce. Entrust (ENTU) Technologies will issue approximately 8.2 million shares of common stock in exchange for 100 percent of the outstanding capital stock of enCommerce, and will assume all outstanding employee stock options and warrants, resulting in a total share exchange of 10.25 million shares. The transaction will be accounted for as a purchase.

Entrust and enCommerce will immediately begin offering their combined solutions to customers.

John Ryan, president and chief executive officer of Entrust Technologies, will serve as president and chief executive officer of the resulting company. Alberto Yepez, CEO and chairman of enCommerce, will remain in his current capacity and will also join the Entrust board.

Entrust and enCommerce will merge their operations and integrate their trust and portal infrastructure products, professional services and hosted-service offerings, executives said.

"enCommerce complements our leadership in securing online business transactions and communications with superior functionality for giving users secure and personalized access through the portal," said Ryan.

"The result is the most comprehensive, end-to-end solution for allowing companies to create an inviting, convenient and secure place for e-business."