Sale and name change support new Ag focus
Alliance with buyer reinforces technology leadership
HIAWATHA, KS, Jan. 31, 2013 /CNW/ - (TSX: HEM) Hemisphere GPS Inc. ("the Company" or Hemisphere GPS) today signed and
closed a definitive agreement to sell the business assets associated
with its non-agricultural operations to the Canadian subsidiary of
Beijing UniStrong Science & Technology Co. Ltd. ("UniStrong") for cash
of $14.96M. PI Financial Inc. acted as advisor on the transaction for
Hemisphere GPS. The Company also announced that it plans to change its
corporate name to "AgJunction Inc." subject to shareholder approval at
its 2012 annual shareholders meeting, planned for May 2013.
Hemisphere GPS' non-agricultural operations include the Company's
Precision Products portfolio and related infrastructure. The Precision
Products segment generated revenues of approximately $13.3 million in
2012 serving marine, land survey, construction, mapping, and OEM
"The decision to divest our non-agriculture operations reflects our
focus on the core platforms necessary to extend our leadership in
precision agriculture," said Rick Heiniger, President and CEO of
Hemisphere GPS. "The result is a streamlined business which can more
effectively capitalize on the expanding market opportunities in
Included in the sale are the intellectual property rights associated
with the non-agricultural operations necessary to support the continued
growth of those operations globally, including trademarks associated
with the "Hemisphere GPS" identity. UniStrong intends to name the
acquired operations "Hemisphere GNSS Inc.". The Hemisphere GPS brand
was not part of the Company's agriculture identity.
As part of the transaction, UniStrong and Hemisphere GPS have formed a
strategic alliance and a collaborative business relationship covering
supply chain management, customer support, non-competition, and
perpetual technology cross-licensing.
"Already having an established relationship with UniStrong as one of our
resellers made our alliance a win-win for both parties," stated Mr.
Heiniger. "I am very pleased to be working together in this close
The Company's existing agricultural business has not been interrupted
during this process and the Company reports that ag-related revenues
have increased year-to-date. The Company's new Outback MAX™ product
integrated with AgJunction has had a positive reception in the
Corporate Name Change to "AgJunction"
The re-branding of the Company as "AgJunction" is an integral part of
the strategic re-focusing of the Company's resources on the significant
opportunities in precision agriculture, and part of the restructuring
initiated in September, 2012. The Company maintains ownership of its
key patents and leading agricultural brands including AgJunction®, Outback Guidance®, and Satloc®, which are among the most recognized names in precision agriculture.
AgJunction will retain its listing on the Toronto Stock Exchange.
Coinciding with the name change, the Company plans to change its ticker
symbol from "HEM" to "AJX" shortly after the shareholders meeting,
subject to shareholder and TSX approval. An announcement will precede
the commencement of trading under the new symbol and will formally
introduce the Company's new corporate identity.
As part of the previously announced restructuring plan, the Company has
completed the transition of its Calgary-based manufacturing activities
to its external manufacturing partner, and is closing its Calgary-based
manufacturing activities effective today. The transition of the
Company's head office to Hiawatha, Kansas continues, and the Calgary
location will be officially closed on May 31, 2013. Other progress on
restructuring activities has been positive and costs associated with
the restructuring are expected to come in below previously announced
estimates. The Company does not require additional capital to complete
Upon completion, savings from the overall restructuring are estimated to
be approximately $7 million per annum through reduced manufacturing
costs, improved gross margins and reduced operating overhead.
A further corporate update will be provided in February, 2013.
Beijing Unistrong Science and Technology Co., Ltd is listed on the
Shenzen Stock Exchange under ticker 002383.
Hemisphere GPS (to be renamed "AgJunction" following shareholder and TSX
approval) designs and manufactures innovative, cost-effective products
for positioning, guidance, and machine control applications in
agriculture. The Company holds numerous patents and other intellectual
property and owns several leading brand names, including AgJunction® and Outback Guidance®, leading brands in precision agriculture. The Company is headquartered
in Hiawatha, Kansas, with product development, sales, and marketing
facilities in Arizona, and Australia. Hemisphere GPS is listed on the
Toronto Stock Exchange (TSX) trading under the symbol "HEM" and is one of the TSX Cleantech designated companies. For more
information about Hemisphere GPS, please go to www.agjunction.com.
Certain statements contained in this press release constitute
forward-looking statements. These statements relate to future events or
future performance. All statements other than statements of historical
fact may be forward-looking statements. Forward-looking statements are
often, but not always, identified by the use of words such as
"anticipate", "plan", "continue", "estimate", "expect", "may", "will",
"potential", "intend", "could", "might", "should", "believe" and
similar expressions. These statements involve known and unknown risks,
uncertainties and other factors that may cause actual results or events
to differ materially from those anticipated in such forward-looking
statements. In particular, this press release contains forward-looking
statements pertaining to, but not limited to, the Company's plans to
change its name and trading symbol and the anticipated timing thereof,
the results and expected benefits to the Company from the sale of the
Company's non-agriculture operations, the anticipated name of the
acquired operations, expected costs associated with the restructuring,
and estimated savings from the overall restructuring as a result of
reduced manufacturing costs, improved gross margins and reduced
operating overhead, These forward-looking statements are subject to
numerous risks and uncertainties, certain of which are beyond
Hemisphere GPS' control, including, but not limited to: the impact of
general economic conditions, industry conditions, increased
competition, the lack of availability of qualified personnel or
management, fluctuations in foreign exchange or interest rates, stock
market volatility and market valuations, failure to achieve the
anticipated benefits from the sale of the Company's non-agriculture
operations, failure to obtain shareholder approval for the change of
the Company's name on the timelines anticipated or at all, and
obtaining required approvals of regulatory authorities. With respect to
forward-looking statements contained in this press release assumptions
have been made regarding, among other things: future technological
developments, availability of key supplies, components, services,
networks and developments, future exchange rates, the impact of
increasing competition, the continuity of existing business
relationships, conditions in general economic and financial markets,
availability of skilled labour, and ability to obtain required
shareholder and regulatory approvals. The Company's actual results,
performance or achievement could differ materially from those expressed
in, or implied by these forward-looking statements and, accordingly, no
assurances can be given that any of the events anticipated by the
forward-looking statements will transpire or occur, or if any of them
do so, what benefits, including the amount of proceed, that the Company
will derive therefrom. The forward-looking statements contained in this
press release are made as of the date of this press release. Except as
required by law, the Company disclaims any intention and assumes no
obligation to update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise.
SOURCE: Hemisphere GPS Inc.
For further information:
Chief Financial Officer
Hemisphere GPS Inc.
e.vestor Communications Inc.
President and Chief Executive Officer
Hemisphere GPS Inc.