The First Step Of The Share Exchange Agreement Between Proha Plc And Opus360 Implemented

THE FIRST STEP OF THE SHARE EXCHANGE AGREEMENT BETWEEN PROHA PLC AND OPUS360 IMPLEMENTED Proha Plc and US-based Opus360 Corporation have now implemented the first step of the share exchange agreement entered into April 11, 2001. At the first closing, 73,938,702 shares of Opus360 common shares were issued to Proha in return for the Artemis shares. Thereafter, Proha owns 59.75% of the Opus360 share capital. Proha's Extraordinary General Meeting accepted the acquisition on July 30, 2001, in accordance with the terms and conditions of the contract. In accordance with the agreement, the management changes concerning the management of Artemis and the composition of the Proha Board of Directors will take effect upon the first closing. The purchase price of the shares of the first closing is USD 6,284,790 dollars calculated according to the closing price of Opus360 shares on July 30, 2001. Proha's subsidiary, Artemis International, and Opus360 have begun the operational combination of their businesses. The combined operations will continue to operate under the name of Artemis International Solutions Corporation. At the second closing, approximately 125.5 million shares of Opus360 common shares will be issued to Proha as a final purchase price in return for the Artemis shares and for the 19.9% shares of Proha subsidiaries, Accountor Oy and Intellisoft Oy. After the second closing, Proha is expected to own approximately 80% of the Opus360 share capital. The second closing is expected to occur by the end of 2001. Prior to the second closing, the stockholders of Opus360 need to approve the transaction. Opus360 in brief Founded in 1998, Opus360 is a software company traded on the OTC Bulletin Board (OTCBB: OPUS). Opus360 provides eBusiness software that enables companies to manage and acquire skilled professionals strategically. Opus360's software enables businesses to get more work done with the employees they have and reduce the cost of acquiring skilled professionals. Artemis International in brief Artemis International Corporation, a wholly owned subgroup of Proha Plc, is a leading provider of project and resource collaboration solutions in the world. Artemis provides project and resource collaboration solutions to thousands of customers worldwide. Headquartered in Boulder, Colorado, Artemis operates through its subsidiaries in the United States, Britain, France, Japan, Italy, Germany, Singapore, and South Korea. Proha in brief Proha is globally operating, growing and profitable software company. Its key business areas are Project Management (Artemis), Financial Management (Accountor), and ASP services based on Internet Technologies (Intellisoft). The proforma net sales of the Proha Group was EUR 82.2 million in 2000. Over 4/5 of the net sales originates from outside Finland. The Group employs nearly 700 people over 450 of whom work abroad. Proha Plc Pekka Pere President and CEO For more information please contact: CEO Pekka Pere, tel. +358 (0)20-4362000 pekka.pere@proha.com www.proha.com DISTRIBUTION: Helsinki Stock Exchange Major Media ------------------------------------------------------------ This information was brought to you by Waymaker http://www.waymaker.net