Metavante to Acquire VECTORsgi

Metavante to Acquire VECTORsgi
Leading Provider of Check-Imaging and Exchange Technology to the Nation's
Largest Banks to Join Metavante Financial Services Group 


MILWAUKEE, Oct. 15  /PRNewswire-FirstCall/ -- Metavante Corporation, the
financial technology subsidiary of Marshall & Ilsley Corporation (NYSE:MI),
today announced the signing of a definitive agreement to acquire all the
outstanding stock of Addison, Texas-based VECTORsgi, a portfolio company of
Thoma Cressey Equity Partners. The company will continue to operate under the
name of VECTORsgi, and will become a wholly owned subsidiary of Metavante
Corporation, with existing management continuing in their positions.

VECTORsgi is a leading provider of banking transaction applications, including
electronic check-image processing and image exchange, item processing, dispute
resolution and e-commerce solutions for financial institutions and
corporations. VECTORsgi technology has been licensed more than 2,300 times by
financial institutions ranging in size from community banks to top-10 financial
institutions to international banking organizations. It is used by each of the
top 10, and 41 of the top 50 financial institutions in the United States.

The transaction is expected to close in November 2004, pending regulatory
approval. The transaction is expected to be approximately neutral to M&I's
earnings per share in 2005.  The aggregate cash purchase price for VECTORsgi is
$100 million, with up to an additional $35 million to be paid based on meeting
certain performance criteria.  Upon completion, the transaction is expected to
result in intangible assets, including goodwill, of approximately $91 million.

In part for this acquisition as well as for other corporate purposes, M&I plans
to issue approximately $150 million of common stock in the fourth quarter of
2004 in order to maintain its capital at desired levels.  Any such issuance is
subject to market conditions and changes in the timing, amount and terms.  This
press release does not constitute an offer of any securities for sale.

"Because it serves many of the largest financial institutions in the United
States, the acquisition of VECTORsgi complements our acquisition earlier this
year of Advanced Financial Solutions, as both companies specialize in providing
electronic check-imaging technology. With this combination, we will have in
place the industry's most comprehensive suite of applications to address Check
21 needs and beyond, including distributed capture, image-archiving, and
workflow solutions including research, kite and fraud detection," said Frank R.
Martire, Metavante president and chief executive officer.

VECTORsgi developed the Distributed Traffic Agent (DTA) for SVPCO, a
clearinghouse owned by 19 of the nation's largest banks to facilitate national
image exchange.  With DTA, banks exchange image files directly, while summary
information moves through SVPCO as an intermediary, allowing for settlement and
reporting.

"VECTORsgi has patented technology that allows banks to take full advantage of
the new Check 21 legislation.  We provide image capture and image exchange
solutions for many of the nation's largest banks," said VECTORsgi President
Sydney Smith Hicks, Ph.D. "Joining Metavante gives VECTORsgi the ability to
continue its technology leadership while allowing our developers to work with
other talented teams within the Metavante family. Together, we can continue to
provide innovative, industry leading solutions. Our clients will benefit from
the commitment Metavante has made to be a financial institution focused
company, which fits with our operating philosophy."

"The ability to offer solutions from both VECTORsgi and Advanced Financial
Solutions in the same corporate family provides the industry -- from community
banks to the world's largest -- a single provider in Metavante that will
support the industry's transition from paper-based check exchange to the fully
electronic realm that kicks off with Check 21," said Paul T. Danola, senior
executive vice president and group executive, Metavante Financial Services
Group. "Beyond Check 21, VECTORsgi has additional opportunities in the
ePayments business, where the company has been supporting business-to-business
electronic payments for nearly 20 years."

About VECTORsgi

VECTORsgi is a leading provider of financial transaction and e-payment
processing, image processing and image exchange, item processing, dispute
resolution and e-commerce solutions for financial institutions and
corporations. Its products have been licensed more than 2,300 times by
financial institutions ranging in size from community banks to top ten
financial institutions to international banking organizations. The Addison,
Texas-based company, founded in 1976, which employs 155 persons, provides
innovative solutions to not only help financial institutions and corporations
streamline their item processing operations and payment systems, but also to
leverage their image process investment and maximize the benefits of check
truncation. Additionally, VECTORsgi also offers Consulting Services that
provide management consulting and business practice improvement ensuring
financial institutions are more profitable. For more information, see
http://www.vectorsgi.com/ .

About Metavante

Metavante Corporation delivers banking and payment technologies to financial
services firms and businesses worldwide.  Metavante products and services drive
account processing for deposit, loan and trust systems, image-based and
conventional check processing, electronic funds transfer, and electronic
presentment and payment.  The company's services are marketed as Metavante or
through the Advanced Financial Solutions, Endpoint Exchange Network, Kirchman,
Medical Banking Exchange, NuEdge Systems, NYCE, Paytrust, Printing For Systems
or Response Data brands, all of which are trademarks of Metavante Corporation. 
Headquartered in Milwaukee, Metavante ( http://www.metavante.com/ ) is wholly
owned by Marshall & Ilsley Corporation (NYSE:MI).

This press release contains forward-looking statements concerning M&I's and
Metavante's future financial results and operations, including expected
revenues, earnings, accounting entries, closing dates, and operating
activities.  Such statements are subject to important factors which could cause
M&I's and Metavante's actual results to differ materially from those
anticipated by the forward-looking statements.  These factors include (a)
receipt of regulatory approvals without unexpected delays or conditions; (b)
timely implementation and execution of integration plans; (c) retention of
customers and critical employees; (d) no unanticipated changes in laws,
regulations, or other industry standards affecting Metavante/VECTORsgi
businesses which require significant product redevelopment efforts, reduce the
market for or value of its products or render products obsolete; (e) those
referenced in M&I's Annual Report on Form 10-K for the year ended December 31,
2003, under the heading "Forward-Looking Statements" and such other factors as
may be described from time to time in M&I's subsequent SEC filings, which
factors are incorporated herein by reference. 

DATASOURCE: Metavante Corporation



CONTACT:  Chip Swearngan of Metavante Corporation, [phone],

 



Web site:  http://www.metavante.com/

http://www.vectorsgi.com/ 

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