PARX, OTI's Subsidiary, Expands International Presence in Europe, North America Parking Markets, Strengthens its Offering With A
04 January 2011 - 12:30AM
- Transaction Will Result in a Unique Turnkey In-Vehicle Parking
Solution With Comprehensive Back-Office Network, Utilization of
City Resources, Traffic Management and On-Line Real-Time Parking
Information
- Acquisition Increases Pipeline of Opportunities and Opens New
Markets
ISELIN, N.J., Jan. 3, 2011 (GLOBE NEWSWIRE)
-- On Track Innovations Ltd. (OTI) (Nasdaq:OTIV),
a global leader in contactless smart card solutions, has entered
into an agreement through its subsidiary, PARX Ltd., to acquire the
assets of Ganis Systems Ltd. (Ganis), a provider of parking
solutions.
The transaction will benefit OTI's marketing and product
offering. On the marketing side, it will enable OTI to leverage
Ganis' existing projects and pipeline of opportunities mainly in
the European and North American parking markets. OTI plans to bring
its financial and implementation capabilities into selected
projects and opportunities Ganis built over the years, offering
customers a strong and stable company that can support their
parking needs in the long term.
OTI will integrate some of Ganis' products and intellectual
property that complement PARX's existing solutions to increase
PARX's product offering, and by that offer municipalities and
parking authorities a complete and unique turnkey solution with a
comprehensive back-office network, advanced parking payment
collection system offering the utmost utilization of city
resources, improved traffic management, efficient enforcement and
on-line access to real-time parking information.
In consideration for this acquisition, expected to close on or
about January 4, 2011, OTI will pay Ganis $400,000 in cash and will
issue to it 130,521 ordinary shares of OTI. The ordinary shares
will be subject to lock-up, where 26,760 ordinary shares will be
free from lock up seven months after the closing date and an
additional 34,587 ordinary shares will be released from lock-up 12,
18 and 24 months after the closing date. In addition, under an
earn-out agreement, Ganis may be entitled to certain earn-out
payments of up to an additional $450,000 over the next three years,
based on reaching certain success criteria determined by the
companies. Under the terms of the agreement, the chairman of board
of OTI (or the board) will be granted an irrevocable proxy to vote
the shares that are issued as part of the transaction.
Commenting on the acquisition, Oded Bashan,
Chairman & CEO of OTI said, "The acquisition of the assets of
Ganis is in line with OTI's strategy of focusing on products and
projects which generate recurring revenues and support our efforts
to market our wise parking solutions. The transaction provides OTI
with a platform to readily access new international parking markets
together with enhancing our product offering, strengthening our IP
portfolio and ultimately resulting in a superior turnkey parking
management solution."
ABOUT Ganis
Ganis Systems Ltd., founded in 1991, is involved in the
development, manufacturing and marketing of special parking
solutions based on personal parking meters. Headquartered in Nes
Ziona's Science Park, Israel, Ganis is active in the field of
in-vehicle parking meters. Ganis products are being used by over
100 cities and university campuses in more than 10 countries
world-wide. You can learn more about Ganis' products and technology
at the company website: www.ganis-systems.com.
About OTI
Established in 1990, OTI (Nasdaq:OTIV) designs, develops and
markets secure contactless microprocessor-based smart card
technology to address the needs of a wide variety of markets.
Applications developed by OTI include product solutions for
petroleum payment systems, homeland security solutions, electronic
passports and IDs, payments, mass transit ticketing, parking and
loyalty programs. OTI has a global network of regional offices to
market and support its products. The company was awarded the Frost
& Sullivan 2005 and 2006 Company of the Year Award in the field
of smart cards. For more information on OTI, visit
www.otiglobal.com, the content of which is not part of this press
release. The On Track Innovations Ltd. logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=5736
Safe Harbor for
Forward-Looking Statements:
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
and other Federal securities laws. Whenever we use words such
as "believe," "expect," "anticipate," "intend," "plan," "estimate"
or similar expressions, we are making forward-looking
statements. Because such statements deal with future events
and are based on OTI's current expectations, they are subject to
various risks and uncertainties and actual results, performance or
achievements of OTI could differ materially from those described in
or implied by the statements in this press release. For
example, forward-looking statements include statements regarding
our goals, beliefs, future growth strategies, objectives, plans or
current expectations, such as those regarding the expected increase
in projects number and pipeline of opportunities,
expected increase in PARX's products offering, the expected
ability to offer municipalities and parking authorities a complete
and unique turnkey solution with a comprehensive back-office
network, advance parking payment collection system, improved
traffic management, efficient enforcement and on-line access to
real-time parking information, and expected ability to access new
international parking markets together with enhancing PARX's
product offering, strengthening PARX's IP portfolio and ultimately
resulting in a superior turnkey parking management
solution. Forward-looking statements could be impacted by the
transaction not closing due to a failure to meet closing
conditions, OTI's inability to successfully integrate the
operations of the purchased Ganis' assets into its own, further
develop Ganis technology, market acceptance of new and existing
products and our ability to execute production on orders, as well
as the other risk factors discussed in OTI's Annual Report on Form
20-F for the year ended December 31, 2009, which is on file with
the Securities and Exchange Commission. Although OTI believes
that the expectations reflected in such forward-looking statements
are based on reasonable assumptions, it can give no assurance that
its expectations will be achieved. OTI disclaims any intention
or obligation to update or revise any forward-looking statements,
which speak only as of the date hereof, whether as a result of new
information, future events or circumstances or otherwise.
CONTACT: On Track Innovations Ltd.
Galit Mendelson, Vice President of Corporate Relations
732 429 1900 ext. 111
galit@otiglobal.com
MS-IR LLC
Investor Relations:
Miri Segal
917-607-8654
msegal@ms-ir.com
Feintuch Communications
Media Relations:
Christa Conte
212-808-4942
Henry Feintuch
212-808-4901
oti@feintuchpr.com
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