This account is pending registration confirmation. Please click on the link within the confirmation email previously sent you to complete registration. Need a new registration confirmation email? Click here
PARX, OTI's Subsidiary, Expands International Presence In Europe, North America Parking Markets, Strengthens Its Offering With Additional IP And Products Through The Acquisition Of Ganis Systems' Assets
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
-- 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.