Hemisphere GPS to Acquire BEELINE Technologies



    Secures OEM partnership with AGCO
    Adds new market verticals

    CALGARY, Dec. 10 /CNW/ - Hemisphere GPS (TSX: HEM), a designer and
manufacturer of advanced GPS products, has entered into a definitive agreement
with BEELINE Technologies Pty Ltd. under which Hemisphere GPS has agreed to
acquire all of the outstanding shares and ongoing operations of BEELINE for
total consideration of US$21 million.
    BEELINE, based in Brisbane, Australia, is a private, precision guidance
software developer, providing intelligent high-end GPS guidance and
auto-steering solutions for agriculture equipment and autonomous control
solutions for other machine control applications including the mining,
construction and military market verticals. For more than a decade, BEELINE's
experienced teams have worked with original equipment manufacturers (OEMs) and
technology organizations to deliver flexible, leading-edge technology
solutions for ground-based vehicles worldwide. Historically, a GPS
applications provider, BEELINE recently transitioned its business strategy to
focus exclusively on its advanced software platform which leverages highly
accurate "steer-by-wire" automatic vehicle steering. This acquisition enables
Hemisphere GPS to accelerate the evolution of its leading auto-steering
products from hydraulic-based steering to electronic vehicle control which
accesses the vehicle electronic systems using the industry standard Controller
Area Network (CAN) interface protocol.
    BEELINE has approximately 30 employees, of which 20 are engineers focused
on research and software development. The Company's new software business
model has transitioned BEELINE to profitability. For its fiscal year ended
June 30, 2007, BEELINE's revenues were approximately US$5.2 million with
earnings before interest, taxes, depreciation and amortization ("EBITDA") of
approximately US$2.3 million, prior to costs which are not expected to
continue following the acquisition including executive costs, board of
directors costs and adjustments related to the carrying value of BEELINE's
long-term liabilities under Australian GAAP. BEELINE's software-based business
is expected to be immediately accretive to Hemisphere GPS.
    "BEELINE's high-end solutions round out our product offerings, with the
addition of end-user application-specific solutions for the high-end precision
agriculture markets," stated Steven Koles, president and CEO of Hemisphere
GPS. "BEELINE's leading software solution will be integrated with Hemisphere
GPS' leading Outback(R) products and our Crescent(R) and Eclipse(TM)
technologies, allowing us to address the entire market spectrum - from entry
level guidance to highly accurate auto-steering. The addition of BEELINE
aligns with our goal of being the world's premiere supplier of GPS guidance
and auto-steering products for agriculture."
    "Hemisphere GPS was selected from a number of potential partners for
BEELINE," said Peter Williams, CEO of BEELINE Technologies. "Hemisphere GPS is
the clear market leader in precision agriculture and their reputation, brand
recognition and distribution network are second to none in this market space.
We hold the leadership team in high regard and have common vision and
corporate culture."
    More than ever, the agricultural sector seeks to increase efficient and
effective delivery of crop planting and yield. GPS guidance and auto-steering
assist farmers to precisely map and navigate their fields - enabling
straighter rows, no skipped areas and minimal overlap. These products
significantly reduce driver fatigue and stress, while saving valuable time,
fuel, fertilizer, insecticides and other operating costs - ultimately enabling
farmers to recoup their GPS investment very quickly. "BEELINE has proven
solutions which assist growers to achieve optimal productive efficiencies,"
said Mr. Williams. "BEELINE pioneered hands-free auto-steering which improves
efficiencies and productivity, and reduces soil compaction and driver
fatigue."

    AGCO OEM Relationship

    The acquisition of BEELINE also complements Hemisphere GPS' longer term
OEM strategy by immediately increasing its presence in the OEM market. BEELINE
has a long standing OEM partnership with AGCO Corporation, a worldwide
manufacturer and distributor of agricultural equipment with over a century of
experience in the field and 2006 net sales of US$5.4 billion. AGCO's global
diversity spans more than 140 countries with a distribution channel of close
to 3,200 authorized dealers. Today, BEELINE is the exclusive OEM auto-steering
software supplier for AGCO tractor brands including Fendt, Challenger, Massey
Ferguson and Valtra. Mr. Koles added: "AGCO's global presence will help
Hemisphere GPS to extend its market reach and serve a truly global customer
base."

    New Vertical Markets

    The acquisition of BEELINE supports Hemisphere GPS' future market
expansion strategies by providing immediate access to high-end guidance
technology suited for new growth markets including mining, machine control,
construction and defense. BEELINE has developed technology to support unmanned
autonomous vehicle (UAV) applications with funding from AusIndustry, the
Australian Government agency supporting industry, research and innovation.
BEELINE's technology is now being tested by military for UAV applications such
as HUM-V's.
    "BEELINE is in an exciting growth phase leveraging its integrated,
autonomous, intelligent machine control solutions in several sectors for
land-based vehicles including; agriculture, defense, mining, construction and
commercial vehicle applications", stated Stephen Ezekiel, BEELINE director and
senior managing director and head of structured finance, Asia, for GE
Commercial Finance, the largest shareholder of BEELINE. "We look forward to a
successful relationship with Hemisphere GPS."

    Terms of the Agreement

    Under the terms of the agreement, Hemisphere GPS will acquire all of the
issued and outstanding securities of BEELINE for total consideration of US$21
million, consisting of US$12.5 million in cash and US$8.5 million in
Hemisphere GPS common shares. Hemisphere GPS plans to fund the cash component
of the acquisition from cash on the balance sheet and pre-arranged financing
facilities.
    The agreement has been approved by BEELINE's Board of Directors and is
fully supported by BEELINE's management. The transaction is expected to close
by January 8, 2008 and is subject to regulatory approval.

    Non-GAAP Financial Measures

    The Company has included information concerning EBITDA prior to costs
that are not expected to recur because it believes that it may be useful to
certain readers as one measure of BEELINE's financial performance. EBITDA is
not a financial measure that is defined under Canadian or Australian GAAP and
is not necessarily comparable to similarly titled measures used by other
companies. EBITDA should not be construed as an alternative to net income or
to cash flows from operating activities as determined in accordance with
Canadian or Australian GAAP.

    About Hemisphere GPS

    Hemisphere GPS designs and manufactures innovative, cost-effective GPS
products for positioning, guidance, and machine control applications in
agriculture, marine and other markets. The Company holds numerous patents and
other intellectual property and owns leading brand names, including Outback
Guidance(R), one of the leading brands in precision GPS for ground
agriculture. The Company is headquartered in Calgary, Alberta, with major
product development, sales, and marketing facilities in Arizona, Kansas, and
Texas. For more information about Hemisphere GPS, go to www.hemispheregps.com.

    The above disclosure contains certain forward-looking statements that
involve substantial known and unknown risks and uncertainties. These
forward-looking statements are subject to numerous risks and uncertainties,
certain of which are beyond Hemisphere GPS' control, including: 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 of companies with respect to the announced transactions and the
final valuations thereof, and obtaining required approvals of regulatory
authorities. Hemisphere GPS' 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
Hemisphere GPS will derive there from.






For further information:

For further information: Steven Koles, Chief Executive Officer,
Hemisphere GPS, Phone: (403) 259-3311, E-mail: SKoles@hemispheregps.com;
Cameron Olson, Chief Financial Officer, Hemisphere GPS, Phone: (403) 259-3311,
E-mail: COlson@hemispheregps.com; Cory Pala, Investor Relations, E.vestor
Communications Inc., Phone: (416) 657-2400, E-mail: CPala@evestor.com

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