Fujitsu to buy GFI Informatique for 419 MEUR

The deal is subject to conditions, including the withdrawal of the proposed capital restructuring involving Itefin Participations or the defeat of this proposal at GFI Informatique's forthcoming Extraordinary General Meeting. Based in Paris, IT services provider GFI Informatique had revenues of €633 million in the fiscal year to 31 December 2006 and employed a workforce of about 8,500 at the end of this period. Focused primarily on the provision of IT systems integration, applications and infrastructure outsourcing, GFI Informatique has a particularly strong business presence in France and is also active in Spain, Portugal, Italy and elsewhere in Europe. The offer will be made if certain conditions are met, including the withdrawal of the proposed capital restructuring involving Itefin Participations (a French company majority owned by private equity group Apax Partners) or the defeat of this proposal at GFI Informatique's forthcoming EGM. The offer is based on the following: - Purchase of GFI Informatique ordinary shares at a price of €8.50 per share - Purchase of GFI Informatique warrants at a price of €3.15 per warrant These prices imply a significant premium of 19.6% over GFI Informatique's closing share price of €7.11, adjusted for the proposed 2006 dividend of €0.20 per share, and of 21.6% over its adjusted 1-month weighted average price of €6.99, all as of 27 April 2007 (this date being the day that GFI Informatique announced a decision to postpone its proposed EGM to 21 May 2007), which would be a very attractive offer to all shareholders and warrant holders. In addition, at present, it is also expected to be a significant premium over the subscription price in connection with GFI Informatique's proposed share capital increase reserved for Itefin Participations.