RA'ANANA, Israel, February 3, 2015 /PRNewswire/ --
MTS - Mer Telemanagement Solutions
Ltd. (Nasdaq Capital Market: MTSL), a global provider of mobile
virtual network enabler (MVNE), mobile money and telecommunications
expense management (TEM) solutions and services, today announced
that it has signed a definitive agreement to acquire Vexigo Ltd.
("Vexigo"), a privately-held Israeli-based software company
supporting video advertising over the internet and mobile devices,
which will continue to operate as a wholly-owned subsidiary of
MTS.
Under the terms of the agreement, MTS will acquire 100% of the
outstanding shares of Vexigo. MTS will pay cash consideration of
$4 million, consisting of the payment
of $3 million at closing and two
payments of $500,000 each that will
be paid three months and six months following the closing date. In
addition, at closing MTS will issue 40% of MTS's outstanding
ordinary shares post-closing to Vexigo's shareholders. The
agreement further provides for earnout payments of up to
$16 million over a 5.5 years period
from the closing date, based on the earnings of the Vexigo product
line.
According to Vexigo's unaudited financial results as of
September 30, 2014, revenues for the
nine months period ended September 30,
2014 were $6.6 million,
compared with $3.2 million during
full year 2013. Operating income for the nine months ended
September 30, 2014 was $2.5 million compared with an operating loss of
$140 thousand during full year 2013.
Net income for the nine months ended September 30, 2014 was $2.2 million compared with a net loss of
$119 thousand during full year
2013.
"We are excited about this acquisition which we believe will
benefit our customers, partners, employees and shareholders." said
Lior Salansky, CEO of MTS. "With
this acquisition, we believe that we will have the scale and
resources to expand our market position. The Vexigo team, who will
continue their employment with Vexigo after the transaction closes,
have developed a compelling technology and built a profitable
company that is at the forefront of the online and mobile content
visualization and online video advertising business. This new line
of business will diversify our existing portfolio of telecom
products and services; IoT solutions, cloud solutions and big data
solutions. We intend to continue to strengthen our portfolio of
products that help customers reduce costs, increase revenues and
gain a competitive advantage in their markets."
"This transaction is in line with our business objectives and it
is an important step in carrying out our strategy to enhance our
business and increase shareholder value by making accretive
acquisitions and entering into new business areas" said Mr.
Chaim Mer, Chairman of the Board of
the Company.
The acquisition is expected to be completed on or before
April 10, 2015. The acquisition is
subject to customary closing conditions, including the approval of
the transaction at an extraordinary meeting of the shareholders of
MTS that is expected to be held in the first quarter of 2015.
About Vexigo
Vexigo (http://www.vexigo.com) is a global provider of online
video advertising software and services delivering compelling
results through a propriety in-house technology and an easy-to-use
and very effective publishing platform specifically designed for
content publishers.
Vexigo specializes in video advertising solutions for online and
mobile platforms, engaging multiple ad formats and interactive ad
units with a cutting-edge, in-house optimization platform providing
precise targeting in a safe environment for both advertisers and
website owners.
The Vexigo Visualizr is a publishing platform based on
proprietary software that allows website owners to showcase their
content in the form of an alluring and exciting personalized
magazine across all devices, including wearables. With a full suite
of monetization tools, the Visualizr is a real breakthrough in
content monetization.
About MTS
Mer Telemanagement Solutions Ltd. (MTS) is a global provider of
innovative products and services for telecom expense management
(TEM), enterprise mobility management (EMM), mobile virtual network
operators and enablers (MVNO/MVNE), billing mobile money services
and solutions and an IOT/M2M enablement platform used by mobile
service providers.
The MTS TEM Suite solution enables enterprises to gain
visibility and control of strategic fixed and mobile telecom
assets, services and IT security policies that drive key business
processes and provides a crucial competitive advantage. The
MTS cloud, consulting and managed services solutions - including
integrated management of invoices, assets, wireless, optimization,
usage, mobile device management, procurement, help desk and bill
payment, along with dashboards and reporting tools - provide
professionals at every level of an organization with rapid access
to concise, actionable data.
The MTS solution for M2M (Machine to Machine) and Internet of
Things (IoT) service providers is a comprehensive, proven and
highly scalable cloud-based IoT enablement platform. The platform
supports all business, operational, management and analytics
services, features and functionality requirements of M2M and IoT
service providers.
MTS's solutions for wireless and wireline telecommunication
service providers are used for interconnect billing, partner
revenue management and for charging and invoicing services. The MTS
MVNE services enable the quick launch of new MVNO initiatives in
pay as you grow and revenue share models. In addition, MTS
has pre-configured, full-features and scalable solutions to support
emerging carriers of focused solutions (e.g. IPTV, VoIP, WiMAX,
MVNO).
Headquartered in Israel, MTS
markets its solutions through wholly owned subsidiaries in
the United States and Hong Kong and through distribution channels.
MTS shares are traded on the NASDAQ Capital Market (symbol MTSL).
For more information please visit: http://mtsint.com/
Certain matters
discussed in this news release are forward-looking statements that
involve a number of risks and uncertainties including, but not
limited to, risks in product development plans and schedules, rapid
technological change, changes and delays in product approval and
introduction, customer acceptance of new products, the impact of
competitive products and pricing, market acceptance, the lengthy
sales cycle, proprietary rights of the Company and its competitors,
risk of operations in Israel,
government regulations, dependence on third parties to manufacture
products, general economic conditions and other risk factors
detailed in the Company's filings with the United States Securities
and Exchange Commission.
Contact:
MTS:
Alon Mualem
CFO
Tel: +972-9-7777-540
Alon.Mualem@mtsint.com
SOURCE MTS-MER Telemanagement Solutions Ltd