BSM Technologies Inc. Announces Acquisition of Praxis Transportation Solutions Inc.
TORONTO, Aug. 11, 2014 /CNW/ - BSM Technologies Inc. ("BSM" or the "Company") (TSX-V: GPS), a leading provider of remote monitoring, fleet management, fleet diagnostics and automated vehicle security systems, today announced that it has acquired 100% of the issued and outstanding shares of privately held Praxis Transportation Solutions Inc. ("Praxis"), an Alberta based company (the "Acquisition").
Founded in 2004 by Tom and Bryce Hong, Praxis provides driver compliance solutions primarily to a Class I railroad customer. Some of Praxis's key product offerings include driver vehicle inspection reporting, driver qualification and background checks, carrier profile reporting, EOBR audits, along with regulatory guidance consulting.
"Praxis provides us an excellent platform upon which to build our current hours of service solution into a fully outsourced driver compliance offering," said Aly Rahemtulla, BSM's President and CEO. "This expanded offering will be of value to customers across all of our verticals, and reiterates our commitment to helping companies manage all aspects of regulatory compliance with one industry leading solution. Praxis brings us tremendous regulatory experience and expertise in Tom and Bryce, and further deepens our relationship with an existing Class 1 railroad customer."
Consideration for the Acquisition includes $300,000 CAD in cash to be paid on closing, plus certain working capital adjustments. Further deferred contingent consideration consists of up to $1,975,000 CAD in cash (the "Cash Portion") and $1,000,000 CAD in common shares of BSM ("Common Shares"). The Cash Portion is contingent on Praxis successfully securing a long-term contract with its existing Class I railroad customer and the amount of the Cash Portion to be paid is directly tied to the term and the annual amount of revenue generated by such contract. In connection with the Acquisition, the Company will issue 500,000 Common Shares of BSM at a price of $2.00 CAD per Common Share and such Common Shares will be placed in escrow. Pursuant to the terms of an escrow agreement, the Common Shares will be released from escrow upon attaining certain enumerated driver compliance revenue targets.
About BSM Technologies Inc. (bsmwireless.com)
BSM Technologies Inc., through its subsidiaries, is a leading provider of remote monitoring, fleet tracking and fleet maintenance and a business intelligence engine providing real time web-based tracking of mobile and fixed assets. BSM provides solutions for commercial, government, and law enforcement organizations who manage and operate diverse assets and large fleets, and who seek to enhance customer service, improve the safety of their drivers and vehicles, and lower business costs.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts 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.
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Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking information within the meaning of applicable securities laws. Such forward-looking information is often, but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "expect" and "intend" and statements that an event or result "may", "will", "should", "could", or "might" occur or be achieved and any other similar expressions. These forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business. Management believes that these assumptions are reasonable. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those contained in the forward-looking information. Some of these risks, uncertainties and other factors are described under the heading "Risk Factors" in the Company's annual information form available at www.sedar.com. Forward-looking information is based on estimates and opinions of management at the date the statements are made. Except as required by law, BSM does not undertake any obligation to update forward-looking information even if circumstances or management's estimates or opinions should change. Readers should not place undue reliance on forward-looking information.
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