Montreal, Quebec, Canada - December 23, 2005 - Mamma.com Inc., a metasearch engine, has agreed to acquire 100% of the issued and outstanding securities of Copernic Technologies Inc. ("Copernic").

Copernic is a provider of web and desktop search technology that enables better decision-making and increased productivity.

Under the terms of the agreement, Mamma.com Inc. will acquire 100% of the issued and outstanding securities of Copernic, including an amount to cover Copernic's outstanding stock appreciation rights obligations, for $15,900,000 and the issuance of 2,380,000 common shares of Mamma.com stock. Copernic had approximately $5.9 million of revenue and EBITDA of approximately $1.8 million in their fiscal year ended June 30, 2005. The transaction closed on December 22, 2005. Merriman Curhan Ford and Co, an investment bank headquartered in San Francisco, is acting as M and A advisor to Mamma.com in the acquisition.

Martin Bouchard, Chariman of Copernic, will join Mamma.com as Executive Vice-President and Chief Strategist and Technology Officer. It has been agreed that the Company will recommend to the Company's shareholders that the Company's board of directors be increased to seven members with the appointment of Martin Bouchard and an independent director. Shareholders will be asked to approve this either at a Special Shareholders' meeting or the next Annual General Meeting of the Company. As well, Eric Bouchard, Copernic's Executive Vice-President, Products will join the Company as Vice-President of Research and Development and Albert Dang-Vu, Copernic's Vice-President, Technology will join the Company, as Vice-President of Technology.

Guy Faure, Chief Executive Officer and President of Mamma.com commented on the acquisition, ''With this acquisition, we are now at the forefront of the search and on-line marketing industry. With the addition of Copernic's award winning desktop search product, we now have a formidable portfolio to satisfy the growing need for integrated search of both web-based and desk-top based users. We intend to move quickly to realize the obvious synergies and benefits by integrating Mamma's and Copernic's web based search capabilities and extending the penetration of Copernic's award-winning desk-top search technology. The combined resources of the Company and Copernic will now offer a much broader demographic for our advertisers and will provide our Company with both stronger business development capabilities and world-class product development capabilities. We welcome the joining of the Mamma and Copernic teams and look forward to a dynamic and effective approach to offering a superior value proposition to advertisers and developing cutting edge technology that would provide a unique user experience in Internet search applications.''

For further information on Mamma.com Inc., please visit: www.mamma.com .

To learn more about Copernic Technologies Inc., please visit: www.copernic.com .


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