Descartes Purchases Two US Firms

On June 19, 2001 and July 2, 2001 respectively, The Descartes Systems Group Inc., a leading provider of collaborative logistics management technology, acquired TranSettlements, Inc. and Centricity, Inc., both of Atlanta, Georgia. TranSettlements is a leading provider of logistics network messaging services for the North American ground transportation industry. Centricity is a leading provider of ground transportation management and optimization solutions. To acquire TranSettlements, Descartes issued approximately 1.5 million Descartes common shares to TranSettlements? shareholders and to acquire Centricity, Descartes issued approximately 1.3 million Descartes common shares to Centricity\'s shareholders. Based on Descartes\' closing price on June 19, 2001, the two deals have a combined value of approximately $65 million.

On the TranSettlements transaction, the Descartes team, led by Paul Laufert, Executive Vice President Corporate Development, Scott Pagan, Corporate Counsel and Brandon Nussey, Director, Finance, were advised by a team at Blake, Cassels & Graydon LLP that included John Kolada and Jennifer Tindale and by Testa, Hurwitz and Thibeault, LLP of Boston with a team that included Kevin Barry, Daniel Furman and Erica Clark. On the Centricity transaction, Descartes was advised by a team at Blake, Cassels & Graydon LLP that included John Kolada and Jennifer Tindale and a team at Testa, Hurwitz & Thibeault, LLP that included Kevin Barry, Edward King and Shaka Scott.

TranSettlements was assisted by Paul Harricks and Chad Hutchinson of Smith Lyons LLP (Gowling Lafleur Henderson LLP, effective September 1, 2001) and by a legal team at Sutherland Asbill & Brennan LLP led by Charles Ganz. Centricity was assisted by Philippe Tardif and Kevin von Bargen at Lang Michener and by a legal team at Morris, Manning & Martin, LLP led by William Winter.