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Merger Proposal to Acquire Presidion Solutions, Inc. Terminated



    CORAL SPRINGS, Fla., Feb. 4 -- Accessity Corp. reported today that the previously announced
non-binding Memorandum of Understanding to acquire Presidion Solutions, Inc.
has been terminated.
    Accessity, formerly known as DriverShield Corp., received notice yesterday
from Presidion that it had terminated the Memorandum of Understanding signed
by Accessity and Presidion that contemplated the merger of Presidion into a
wholly owned subsidiary of Accessity.  Presidion alleged that Accessity had
breached the Memorandum by:  not completing its due diligence relevant to the
Bridge Loan in a reasonable time, not providing Presidion a Bridge Loan of
$1.5 million and not using its best efforts to complete the transaction with
Presidion.
    The Memorandum of Understanding dated January 17, 2003 called for
Accessity to provide Presidion a Bridge Loan of $1.5 million that was to be
fully secured by:  (i) all of the assets of Presidion subject to the prior
interest of Comerica Bank, Presidion's primary lender, (ii) real estate
located in North Miami, Florida that is owned by two of the Presidion
shareholders and was to be personally guaranteed jointly and severally by the
present shareholders of Presidion.  To date, the title search on the real
estate to secure the Bridge Loan had not yet been returned by the title
company, the various UCC, lien and litigation searches had not been completed
and Presidion had not yet contacted its primary lender to obtain the bank's
consent to the Bridge Loan.  Moreover, under the terms of the Memorandum of
Understanding, the Bridge Loan section of the Memorandum was non-binding upon
the parties and therefore provided no reason for termination of the Memorandum
by either party.
    Barry Siegel, Chief Executive of Accessity stated:  "We were conducting
proper due diligence relevant to the Bridge Loan.  Presidion informed us that
time was of the essence, so we acted upon all due diligence information that
was provided to us the moment it was received.  We used every available means
to move the process along as quickly as possible performing our tasks as any
other secured lender would, in order to fully protect the interests of our
shareholders.  Rather than wait for the various searches to be completed, the
appraisal on the real estate, the completion of due diligence and the consent
of Presidion's primary lender, Presidion demanded that we bypass appropriate
business protocol and fund a loan for $1.5 million without enabling us to
fully secure the loan to protect our shareholders' interests, which we refused
to do."
    Presidion notified us that unless we were prepared to immediately fund the
Bridge Loan, they would be forced to receive funding from another source.  We
notified Presidion that we would be unable to fund the Bridge Loan until the
completion of due diligence to assure us that there were sufficient assets
available to fully secure the loan.  Additionally, we advised Presidion that
communication with third parties that were offering alternative funding
opportunities was specifically prohibited by the "No Solicitation" clause of
the Memorandum of Understanding.  Presidion then terminated the Memorandum of
Understanding.  We intend to assert all of our legal remedies against
Presidion and any other relevant third parties that may have participated in
this breach."
    Accessity believes that Presidion has wrongfully terminated the Memorandum
of Understanding and has demanded payment by Presidion of the Break-up Fee of
$250,000.  Should the Break-up Fee not be paid by Presidion within three
business days, as prescribed in the Memorandum of Understanding, Accessity
intends to file a Demand for Arbitration with the American Arbitration
Association to compel payment of the Break-up Fee.  Additionally, Accessity is
investigating whether Presidion and any third parties have violated the "No
Solicitation" clause of the Memorandum of Understanding, and if so, Accessity
intends to assert claims against any culpable third parties for tortious
interference with contract.
    Accessity Corp., formerly known as DriverShield Corp., founded in 1983,
provides nationwide Internet-based collision repair and claims management
services for auto insurance companies and offers automotive discounts and
services programs to members of affinity groups, primarily through financial
institutions and membership organizations, serving the needs of approximately
one million drivers.  The Company has contracts with many of the largest and
best-known insurance companies and financial institutions.  The Company
recently launched a new business unit called Sentaur, which provides financial
subrogation services to the health care industry.
    This announcement contains "forward looking statements."  Words
"anticipate," "believe," "estimate," "expect" and other similar expressions as
they relate to the Company and its management are intended to identify such
forward looking statements.  Although the Company and its management believe
that the statements contained in this announcement are reasonable, it can give
no assurances that such statements will prove correct.  Factors that could
affect the occurrence of events or results discussed herein are included with
those mentioned in the Company's filings with the Securities and Exchange
Commission.