DigiCore acquisition accelerates corporate vision to deliver
comprehensive solutions to the high-growth telematics segment of
the Internet of Things on a global scale
Builds on corporate strategy to increase mix of higher margin
SaaS offerings; adds over 350,000 Ctrack fleet, stolen vehicle
recovery, and insurance telematics subscribers
DigiCore expected to immediately contribute substantial IoT
revenue and positive EBITDA to Novatel Wireless
Novatel Wireless (NASDAQ:MIFI) (the "Company"), a leading provider
of solutions for the Internet of Things (IoT) and inventor of MiFi®
technology, today announced that it has completed the acquisition
of DigiCore Holdings Limited, a leading provider of advanced
machine-to-machine communication and telematics solutions marketed
globally under the Ctrack® brand, based in South Africa. Details of
the acquisition were first announced on June 18, 2015. For more
information regarding DigiCore and the acquisition, please visit
the Company's website at
www.novatelwireless.com/welcomeDigiCore.
Novatel Wireless has worked closely with DigiCore since 2013 to
jointly commercialize a comprehensive end-to-end global
Software-as-a-Service (SaaS) platform. The acquisition will unify
Novatel Wireless' best-in-class products, software, and services
with Ctrack, a best-in-class global telematics SaaS offering for
vehicle tracking and fleet management solutions, stolen vehicle
recovery, insurance telematics, and asset tracking and monitoring
markets. This, combined with the products and integration services
offered by Feeney Wireless, which was acquired by Novatel Wireless
earlier this year, delivers the market's first full-stack solution
for the global transportation industry. IDC Research reports that
the combination of devices, connectivity, and services will make up
the majority of the IoT market by 2020 (IDC's Worldwide Internet of
Things Taxonomy, 2015).
"Having worked with the DigiCore team over the last couple of
years, we were very impressed by the common ideals that we both
have for delivering complete solutions for the Internet of Things
on a global scale," said Alex Mashinsky, CEO of Novatel Wireless.
"As we continue to build our comprehensive stack of solutions, we
are empowering our customers and organizations worldwide to
simplify and expedite their IoT implementations and quickly
generate ROI. This geographic expansion is a natural fit, as we
drive toward expanded SaaS offerings with recurring revenue
opportunity."
"Ctrack has built a great reputation around superior service and
support to establish long-term relationships with our customers
over the past 30 years," explained Nick Vlok, CEO of DigiCore,
provider of Ctrack. "Being part of the Novatel Wireless team will
allow us to strengthen our existing solutions whilst identifying
and creating new solutions that add further value to our customers'
operations. The depth of experience in this new unified team will
allow us to research and develop a complete stack of meaningful and
scalable solutions across the industry sectors and markets where we
operate. We look forward to exploring cross-marketing opportunities
to accelerate growth in these markets, while tapping into new
ones."
Inducement Stock Options for DigiCore
Employees
In connection with the acquisition of DigiCore, Novatel Wireless
granted inducement stock options to certain DigiCore employees to
acquire up to approximately 712,000 shares of Novatel Wireless
common stock under the Company's 2015 Incentive Compensation
Plan.
The inducement stock options were made without shareholder
approval in reliance upon the exception provided under NASDAQ
Listing Rule 5635(c)(4) relating to awards granted in connection
with the hiring of new employees, including grants to transferred
employees in connection with an acquisition. The inducement awards
became effective upon the closing of the acquisition. The option
shares will vest over a four year period with 25% of the option
shares vesting on the first anniversary of the grant date and the
remaining 75% of the option shares vesting ratably on a monthly
basis over the following 36 months. Each stock option will have an
exercise price equal to the closing price per share of Novatel
Wireless' common stock as reported by NASDAQ on October 5, 2015,
the date of the grant.
About Novatel Wireless
Novatel Wireless, Inc. (Nasdaq:MIFI) is a leader in the design
and development of wireless solutions based on 3G and 4G
technologies. The Company delivers Internet of Things (IoT) and
Cloud SaaS services to carriers, distributors, retailers, OEMs and
vertical markets worldwide. Product lines include MiFi® Mobile
Hotspots, USB modems, embedded modules, Mobile Tracking Solutions
and Asset Tracking Solutions. These innovative products provide
anywhere, anytime communications solutions for consumers and
enterprises worldwide. Novatel Wireless is headquartered in San
Diego, California. For more information please visit
www.novatelwireless.com. @MIFI
(C) 2015 Novatel Wireless, Inc. All rights reserved. The Novatel
Wireless name and logo and MiFi are trademarks or registered
trademarks of Novatel Wireless, Inc. Ctrack is a registered
trademark of DigiCore Holdings.
About DigiCore Holdings
DigiCore Holdings specializes in vehicle tracking, fleet
management and insurance telematics for a global client base in 54
countries. With more than 30 years of innovation, technical and
implementation experience, DigiCore's Ctrack brand is recognized as
a world-leading provider of advanced machine-to-machine
communication and telematics solutions that adds value to this
global base of customers with mobile assets.
Ctrack's end-to-end research, design, development,
manufacturing, sales and support of customized solutions for
customers is serviced by a global network of staff and team
members. DigiCore's technology and electronic division designs and
develops a robust range of asset management and monitoring systems
using GPS satellite positioning, GSM cellular communication
systems, and other advanced communication and sensory
technologies.
The result is innovative and advanced machine-to-machine
communication that provides Ctrack customers with 24x7x365
information and monitoring of their mobile assets that helps them
to achieve operational efficiencies and cost reduction targets.
Based in Pretoria, South Africa, DigiCore's operations span six
continents, with approximately 1,000 employees.
Cautionary Note Regarding Forward-Looking
Statements
Certain statements in this press release may constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements relate to a variety of matters, including, without
limitation, statements related to the ability of Novatel Wireless
to expand its addressable markets, drive growth in service revenue
and broaden its customer base as a result of the acquisition of
DigiCore, the revenue and EBITDA expected to be generated by
DigiCore and other statements that are not purely statements of
historical fact. These forward-looking statements are made on the
basis of the current beliefs, expectations and assumptions of the
management of Novatel Wireless and are subject to significant risks
and uncertainty. Investors are cautioned not to place undue
reliance on any such forward-looking statements. All such
forward-looking statements speak only as of the date they are made,
and Novatel Wireless undertakes no obligation to update or revise
these statements, whether as a result of new information, future
events or otherwise. These forward-looking statements also involve
many risks and uncertainties that may cause actual results to
differ materially from what may be expressed or implied in these
forward-looking statements. For a further discussion of risks and
uncertainties that could cause actual results to differ from those
expressed in these forward-looking statements, as well as risks
relating to the business of Novatel Wireless in general, see the
risk disclosures in the Annual Report on Form 10-K of Novatel
Wireless for the year ended December 31, 2014, and in other filings
made with the SEC by Novatel Wireless (available at
www.sec.gov).
CONTACT: Investor Relations
Michael Sklansky
msklansky@nvtl.com
646-270-5855
Editorial
Anette Gaven
agaven@nvtl.com
619-993-3058
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