Descartes Acquires Oceanwide Logistics Business

Acquisition Adds More Than 700 Members to the Descartes Global Logistics Network and Extends Descartes' Customs Compliance Solutions

WATERLOO - Descartes Systems Group has acquired the logistics business of privately-held Oceanwide Inc. in an all-cash transaction.

Oceanwide's logistics business is focused on a web-based, hosted SaaS model that is ideal for customs brokers and freight forwarders who choose to outsource rather than procure or manage traditional enterprise applications behind their own firewalls. Oceanwide's logistics business provides:

* Customs filing solutions, including new 10+2 compliant advanced manifest solutions, that enable importers, customs brokers, freight forwarders and carriers to comply with existing and emerging customs regulations;

* Automated customs broker interface (ABI) solutions that enable customs brokers and self-filing importers to collect, audit, and manage critical import information;

* Trade compliance solutions that enable shippers to audit the declarations made with customs authorities; and

* Logistics management software that helps small- and medium-sized freight forwarders manage the international freight forwarding processes, including purchase order management, supply chain inventory management, event management and warehouse management.

The combination of Oceanwide's logistics business and Descartes' Global Logistics Network (GLN) creates a powerful service offering for customers and adds an important community of customs brokers to the GLN. With Oceanwide bringing more than 700 participants to the GLN, including a broad community of customs brokers, the combination strengthens Descartes' position as a global leader in on-demand logistics management and customs filing solutions.

"With leading compliance solutions tied to a powerful global logistics network, our customers can benefit from unparalleled operational efficiency and access to data in real time," said Jonathan Wasserman, former chief operating officer of Oceanwide and now Senior Vice President, Compliance Solutions at Descartes. "This new combined offering presents an advantage in the market striving to improve its services to customers and leverage the power of data."

"Our focus is to bring together importers, exporters, customs brokers, transportation carriers, logistics intermediaries and regulatory and customs agencies around the world to become more efficient and effective by delivering standardized logistics processes through a network that connects all of the parties," said Art Mesher, Descartes' CEO. "Oceanwide's logistics business is a key addition to our Global Logistics Network and solution set, providing a valuable platform for logistics participants to collaborate with an ecosystem of trading partners."

The acquired logistics business employs approximately 45 people at offices in Montreal, Quebec and Miami, Florida. Descartes acquired all of Oceanwide's U.S. operations and certain Canadian assets and liabilities related to the logistics business. To complete the acquisition, net of working capital received, Descartes paid approximately CDN $10.4 million (approximately US $8.4 million) and incurred certain transaction expenses. In addition, Descartes granted an option to purchase 40,000 Descartes common shares with an exercise price of CDN $3.44 to Jonathan Wasserman, former chief operating officer of Oceanwide and now Senior Vice President, Compliance Solutions at Descartes, which option, subject to the terms of the grant agreement, vests in equal annual instalments over a period of five years from the date of the grant and expires seven years from the date of the grant.