CalAmp Announces Definitive Agreement to Acquire Operations of Wireless Matrix Corporation
December 20 2012 - 4:01PM
Marketwired
CalAmp Corp. (NASDAQ: CAMP), a leading
provider of wireless products, services and solutions, announced
today that it has signed a definitive agreement to acquire the
operations of Wireless Matrix Corporation (TSX: WRX), a
Herndon-Virginia-based wireless data communications solutions
company. CalAmp expects to leverage Wireless Matrix's mobile
workforce management and asset tracking applications for customers
in its core verticals, while also expanding its turnkey offerings
to address new markets. The transaction is expected to be accretive
to CalAmp's non-GAAP earnings per share in fiscal 2014 and beyond,
and to significantly improve CalAmp's competitive positioning and
growth prospects.
Wireless Matrix was founded in 1991 and is a leading provider of
fleet tracking applications and satellite communications services
to the utility, oil and gas, rail and municipal verticals as well
as to service fleets of large enterprise customers in North
America. Its SaaS-based high margin recurring revenues account for
approximately 85% of their total sales, with total revenues of
approximately $30 million a year based on their just announced
second quarter results.
The definitive agreement provides that CalAmp will acquire the
U.S subsidiary of Wireless Matrix, which conducts all of their
operations, for a cash payment of $53 million. As part of the
assets to be acquired, CalAmp expects to receive cash in the
estimated amount of $5 million. CalAmp plans to fund the purchase
from the proceeds of an equity offering of approximately $35
million, bank debt and on-hand cash. The transaction is subject to
customary closing conditions and is expected to be completed in
March 2013.
Commenting on the pending acquisition of Wireless Matrix,
Michael Burdiek, President and Chief Executive Officer of CalAmp,
said, "The acquisition of Wireless Matrix will position CalAmp as a
leading provider of higher margin integrated hardware and software
solutions. We are excited by the prospects of leveraging Wireless
Matrix's robust mobile workforce management and asset tracking
applications for customers in our energy, rail transportation and
public safety verticals. We also see the opportunity to expand our
turnkey offerings to global enterprise customers in new verticals
such as construction, agriculture, and mining equipment.
Importantly, we expect this transaction will accelerate our
development roadmap and be a foundational step in our long term
growth strategy, enabling CalAmp to offer higher margin turnkey
solutions for new and existing customers. Overall, we expect this
acquisition will accelerate our growth prospects within target
markets and significantly enhance our competitive position."
Commenting on the acquisition, Rick Myers, Executive Chairman of
Wireless Matrix, said, "We are very pleased to be joining forces
with CalAmp, a company with a long, successful history of
delivering cost-effective high quality wireless solutions. I am
excited about the opportunity to combine the strengths of our two
companies in addressing the needs of the growing MRM marketplace.
We look forward to delivering even greater value to our customers
in the future as we create a new standard for integrated hardware
and software solutions for fleet management and asset tracking
applications."
About Wireless Matrix Wireless Matrix
Corporation (TSX: WRX) provides fleet solutions to improve delivery
metrics. The company's software and wireless data solutions provide
intelligence for managing, measuring and monitoring service
execution. Users consistently report greater on-time arrivals,
increased productivity and lower total operating expenses. The
Wireless Matrix solution suite includes FleetOutlook®, a web-based
platform providing fleet operators complete visibility of their
operations and vehicle mounted cellular and satellite wireless data
communication services. Wireless Matrix is headquartered in
Herndon, Virginia. For more information visit
www.wirelessmatrix.com.
About CalAmp CalAmp develops and markets
wireless communications solutions that deliver data, voice and
video for critical networked communications and other applications.
The Company's two business segments are Wireless DataCom, which
serves enterprise, utility and government customers, and Satellite,
which focuses on the North American Direct Broadcast Satellite
market. For more information, please visit www.calamp.com.
Forward-Looking Statements Statements in
this press release that are not historical in nature are
forward-looking statements that involve known and unknown risks and
uncertainties. Words such as "may", "will", "expect", "intend",
"plan", "believe", "seek", "could", "estimate", "judgment",
"targeting", "should", "anticipate", "goal" and variations of these
words and similar expressions, are intended to identify
forward-looking statements. Actual results could differ materially
from those implied by such forward-looking statements due to a
variety of factors, including product demand, competitive pressures
and pricing declines in the Company's wireless and satellite
markets, the timing of customer approvals of new product designs,
intellectual property infringement claims, the effects of the
proposed automatic federal budget cuts if the scheduled sequester
were to take effect in early 2013, interruption or failure of our
Internet-based systems used to wirelessly configure and communicate
with the tracking and monitoring devices that we sell, the ability
to finance and consummate the Wireless Matrix acquisition,
integration issues that may arise in connection with that
acquisition, and other risks or uncertainties that are described in
the Company's Report on Form 10-K for fiscal 2012 as filed on April
26, 2012 with the Securities and Exchange Commission. Although the
Company believes the expectations reflected in such forward-looking
statements are based upon reasonable assumptions, it can give no
assurance that its expectations will be attained. The Company
undertakes no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
AT CALAMP: Garo Sarkissian VP, Corporate Development (805)
987-9000 AT ADDO COMMUNICATIONS: Lasse Glassen (424) 238-6249
lasseg@addocommunications.com
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