2/25/2004 -- After years of financial struggles, Phoenix-based ProsoftLearning.com (Nasdaq: POSO), owner of the Certified Internet Webmaster (CIW) certification program, announced this week that it will merge with Berkeley, Calif.-based Trinity Learning (OTC: TTYL), a publicly held training company.

According to press releases announcing the deal, Prosoft will change its name to Trinity Learning, but brand names of the company's programs will remain intact.

The depth of Prosoft's financial woes first came to light in November 2002 when the company reported in a 10-K SEC filling that it was operating with very limited cash and was seeking a buyer. One month later, it announced it was no longer looking for a buyer and instead changed management and refocused on cutting costs, making some progress in increasing its cash flow.

Although its stock consistently traded under one dollar, it remained NASDAQ listed thanks to a series of extensions, the most recent of which was granted last month.

According to press reports, the merger will include a share exchange, with current Trinity shareholders holding majority interest in the final company. The deal is subject to shareholder and regulatory approval, among other conditions.

Trinity Learning acquired a number of companies last year, including, IRCA, a South African-based health and safety consulting and training company, and Australia-based River Murray Training, Ltd., a firm specializing in workplace learning programs for the food production industry. Earlier this month Trinity announced its intention of acquiring the outstanding shares of Virtual Learning Partners, a Norway-based company known for FunkWeb, a Web site for disabled workers.

Prosoft Chairman and CEO Robert Gwin made the following comment regarding the merger in a printed release: "The merger with Trinity Learning is a tremendous development for our shareholders, our company and our employees. The merger more than doubles the size of the company and will establish international channels for our existing content and certification products...and enhance the scale and diversification of our existing operations."

For more information on Prosoft and the CIW certification program, go here. For more information on Trinity Learning, go here. -Becky Nagel