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Attention Business/Financial Editors:

NETGRAPHE, TVA AND VIDEOTRON CONCLUDE THEIR TRANSACTION AND BECOME THE INTERNET LEADER IN QUEBEC

MONTREAL, Dec. 13 /CNW/ - Netgraphe Inc. and InfiniT Inc., property of TVA Group, Vidéotron Communications Inc. and Simgesco LTD, announce that they have successfully completed the merger of all their Internet operations under Netgraphe and have now become the Internet leader in Quebec.

Following the agreement's approval by the companies' boards and by the regulatory authorities, the parties involved have finalized this morning, in Montreal, the transaction authorizing the transfer of all of InfiniT's Internet assets, including the InfiniT.com portal, as well as its agreements, partnerships and investments. In addition to these assets valued at 72 700 000 $, there is a capital investment of 11 750 000 $, payable by the issuance of 48 245 290 shares of Netgraphe. As well, InfiniT is acquiring a million shares directly from the company's founders. With this transaction, Vidéotron Communications and TVA Group hold 54% of the share capital of Netgraphe, the remaining shares being held by company management and the general public.

Netgraphe has made application to transfert its listing to the Toronto Stock Exchange and the stock exchange has indicated that the closing of this transaction with InfiniT is the major condition to the transfert.

With a team of 75 experienced managers and professionals, Netgraphe will rely on the support, creativity, business acumen and the strong networks of its new partners, Vidéotron Communications Inc. and TVA Group, to pursue development projects and accelerate its growth.

Netgraphe's management team is now as follows:

- Normand Drolet, President and Chief Executive Officer;
- Pierre Simon, Chairman of the Board;
- Marc Copti, President of Netgraphe International ;
- Yves Williams, Vice-president, La Toile du Québec ;
- Denise Chartrand, Vice-president, InfiniT.com.

Netgraphe (www.netgraphe.com) is the largest French-language Internet editor in Canada, capitalizing on Internet business opportunities in Quebec and in French-speaking countries worldwide. It is involved in content, advertising and e-commerce as well as providing other services such as site design, production and maintenance.

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