BSM Technologies Inc. ("BSM" or the "Company") (GPS: TSX-V), a leading provider of high security vehicle tracking and surveillance solutions, is pleased to announce that it has completed the acquisition of SecTrack NV ("SecTrack"), a European-based satellite telematics distribution company.
Under the terms of the acquisition, which was first announced on December 8, 2006, the Company has acquired all of the issued and outstanding securities of SecTrack for cash consideration of (euro)1,600,000 (approximately $2,450,000) of which (euro)300,000 (approximately $460,000) is subject to a holdback based on the achievement of certain financial objectives to be met by SecTrack. BSM has also signed a management contract with the former owner of SecTrack to continue to manage the business of SecTrack.
SecTrack has an international market focus, distributing satellite telematics products throughout Europe, Asia, Africa, Central and South America. It has a network of more than 200 value-added resellers in over 38 countries. For the fiscal year ended December 31, 2006, SecTrack generated approximately $4.5 million ((euro)2.92 million) in revenue and was earnings positive. Net working capital as at December 31, 2006 was approximately $0.518 million ((euro)0.341 million). The other tangible assets are approximately $0.015 million ((euro).010 million). As at December 31, 2006, Sectrack did not have any long term liabilities. The financial numbers related to Sectrack in this press release are based on Management prepared financial statement numbers. The exchange rate used to convert Euro to Canadian dollars is 1 Euro is equivalent to 1.53 Canadian dollars. SecTrack generates revenue from the sale of satellite telematics products to its network of international VARs and receives monthly recurring revenue from a subscriber base of more than 5,000 devices in active service. SecTrack has more than 17,000 registered units in service.
Immediately following the closing of the acquisition of SecTrack, the 22,470,000 subscription receipts issued on the closing of the Company's previously completed $4,494,000 private placement of January 4, 2007 were automatically converted into units (each, a "Unit") of the Company. Each Unit consists of one common share of BSM (the "Common Shares") and one-half of one common share purchase warrant (the "Warrants"), with each whole Warrant being exercisable to acquire an additional Common Share of BSM at a price of $0.25 per Common Share until January 4, 2009. These securities remain subject to a four month hold period until May 5, 2007.
The completion of the acquisition will position BSM as a leading telematics provider in the international market. BSM intends to leverage SecTrack's network of VARs for the international launch of BSM's products and services.
"Telematics has become a crucial part of the international transportation and communications industries" said Nick Cirella, Chief Executive Officer of BSM. "By combining our expertise in Telematics and the VAR network of SecTrack, we will create an international Telematics offering unique in the marketplace to date."
http://www.bsmwireless.com/bsminternationalfootprint.htm
"Our vision for SecTrack has always been to create a partnership of Telematics specialists around the world with strong local market knowledge. Market demand is showing the need for a hybrid, dual mode system, where a terrestrial and a satellite solution are combined. BSM has the best of breed dual mode solution available on the market today. We look forward to sharing expertise and technologies between BSM and SecTrack in order to expand our product offerings and take the lead as an international Telematics provider" said Luc Martens, CEO of SecTrack.
"Together, the two companies will be able to provide the most compelling and diversified suite for the international Telematics market, including hardware, network services (satellite and cellular) and a turnkey end to end solution", added Lou Arcari, Vice President International Sales at BSM.
This press release is available on the Company's official investor relations site for investor questions and commentary at http://www.agoracom.com/IR/BSM. Alternatively, investors are able to e-mail their questions to GPS@agoracom.com where they can also request addition to the BSM investor e-mail list.
About BSM Technologies
BSM Technologies designs, manufactures and markets a comprehensive line of AVSL ("Automatic Vehicle Security and Tracking") solutions for Fleet Management, Law Enforcement, and Consumer Vehicle Protection, through its subsidiary BSM Wireless. The BSM line of products range from Fleet Management and Consumer Vehicle Protection offerings to the full featured ''Stinger'' product featured in news media worldwide as the key technology behind the Bait and Covert application used by hundreds of Law Enforcement agencies to deter vehicular, trailer and heavy equipment theft.
Superior functionality, seamless switching between two separate footprints, enhanced reliability, advanced security features, and excellent value characterize BSM products. By incorporating advanced wireless locating and mapping technology, and IP-based communications protocols, the BSM line of products provides sophisticated real-time monitoring and control of commercial and personal vehicle assets to meet the demanding needs and stringent requirements of today's mobile environments. BSM's unique end to end solutions feature sophisticated wireless hardware, firmware and software all developed by and proprietary to BSM. The BSM product line can be easily adapted and customized to match any customer user requirement while BSM's in-house support infrastructure assures that all clients receive the premium AVSL solution in the industry to meet their needs.
About SecTrack
SecTrack sells Inmarsat D+ transceivers and airtime subscription to value added resellers around the world. These VARs are typically local companies who have built a proper monitoring and tracking service for end-users in a multitude of maritime and land based sectors including nuclear transport monitoring, mining, security tracking of trucks, trailers and other vehicles and tracking of airplanes and rescue helicopters. The company's customer base is spread over Europe, Asia, Africa and Central and South America
Except for historical information contained herein, this news release contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially. Factors that might cause a difference include, but are not limited to, market acceptance of principal products, the impact of competitive products and technologies, the possibility of products infringing patents and other intellectual property of fourth parties, and costs of product development.
The TSX Venture Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this release.
No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. This News Release may include certain "forward-looking statements" that involve risks and uncertainties. Actual results may differ materially from results indicated in any forward-looking statements. The company cautions that, among other things, in view of the rapid changes in communications markets and technologies, and other risks including the cost and market acceptance of the company's new products, the level of individual customer procurements and competitive product offerings and pricing, and general economic circumstances, the company's business prospects may be materially different from forward-looking statements made by the company
This release shall not constitute an offer to sell or the solicitation of any offer to buy securities in any jurisdiction. The common shares of the Company have not been registered under the United States Securities Act of 1933, as amended, and they may not be offered or sold in the United States absent registration or an applicable exemption from registration.
For further information: Company Contact: Mr. Nick Cirella, President & CEO, BSM Technologies Inc., (905) 265-1200, nickcirella@bsmwireless.com, www.bsmwireless.com; Retail Investor Inquiries, AGORACOM Investor Relations, http://www.agoracom.com/IR/BSM, GPS@agoracom.com; Retail Broker Inquiries, Ms. Sheryl Joyce, Account Executive, Barnes McInerney Inc., sjoyce@barnesmcinerney.com, www.barnesmcinerney.com