BOS Announces the Signing of a Definitive Agreement for the Acquisition of Assets of Dimex Systems Ltd.
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RISHON LEZION, Israel, January 30/ -- B.O.S. Better Online Solutions Ltd. ("BOS" or the "Company")(NASDAQ: BOSC)(TASE: BOSC), a leading provider of enterprise software and RFID solutions, announced today that it entered into a definitive agreement for the acquisition of assets and activities of Dimex Systems Ltd. ("Dimex").
Closing of the transaction, expected in the first quarter of 2008, is subject to the satisfaction of certain closing conditions.
Dimex, a profitable Israeli private company incorporated in 1988, is a leading integrator of AIDC (Automatic Identification and Data
Collection) solutions based on RFID and Barcode technology. Dimex, which employs approximately 55 persons, has ended the year 2006 with revenues of approximately NIS 51 million ($11.5 million) and with operating income before tax of approximately NIS 5 million ($1.1 million) (numbers are based on audited Israeli GAAP).
BOS is acquiring the business operation of Dimex in consideration for approximately NIS 17.6 million ($4.8 million).
In addition, BOS is also acquiring Dimex's inventory, accounts receivable and fixed assets in consideration for approximately NIS 27 million
($7.4 million).
The consideration shall be comprised of cash, payable over a 24-month period and 500,224 BOS ordinary shares (equal to approximately 4.4% of the outstanding shares of BOS.). Part of the acquisition will be financed by bank debt.
Dimex's existing senior management together with a majority of Dimex's workforce will become part of the BOS group.
On a pro-forma basis, the combined unaudited revenues of BOS, the recently acquired Summit Radio Corp. and Dimex, for the 9-month period ending September 30, 2007 would have amounted to approximately $39 million, as compared to $16.6 million BOS has reported for this period.
The aforementioned information as to the combined revenues of BOS, Summit and Dimex is presented for illustrative purposes only and is not necessarily indicative of the revenues that would have actually been reported had the acquisition occurred at the beginning of 2007, nor is it necessarily indicative of future revenues.
Shmuel Koren, President and CEO of the Company said: "Based on the joint capabilities of BOS and Dimex we can now offer comprehensive (hardware and software) RIFD and mobile solutions in the international markets."
Edouard Cukierman, Chairman of BOS, commented: "This acquisition is an important step in the execution of our strategy and a clear demonstration of our vision to become a major provider of integrated RFID solutions."
About BOS
B.O.S Better Online Solutions Ltd. ("BOS") was established in 1990.
BOS's operations consist of: (i) Software and Hardware RFID Solutions (ii) specialized enterprise software, including IBM System i middleware, data and license management and mobile connectivity, and (iii) Supply Chain products, reselling electronic systems and components for security, aerospace and networking.
BOS is traded on NASDAQ and on the Tel-Aviv Stock Exchange.
Our website is www.boscorporate.com.
About Dimex
Dimex Systems Ltd. ("Dimex") is a private Israeli company, established in 1988. Dimex is a leading integrator of Automatic Identification and Data Collection systems (AIDC) solutions based on RFID and Barcode technology.
For further information please contact:
B.O.S Better Online Solutions Ltd.
Mr. Zvi Rabin
+972-50-560-0140
zvi@kwan.co.il
or
Mr. Eyal Cohen, CFO,
+972-3-954-1000
eyalc@boscom.com
Source: B.O.S. Better Online Solutions Ltd.
