Applied Microsystems Announces Purchase of REBA Technologies, Inc.
REDMOND, Wash.--(BUSINESS WIRE)--May 23, 2002--Applied
Microsystems Corporation (Nasdaq:APMC - News) today announced that it has
completed its acquisition of REBA Technologies, Inc. on terms in line
with the previously announced letter of intent.
REBA's patent-pending technology is focused on enhancing the
operation of server farms for enterprises, Application Server
Providers and Network Service Providers.
The acquisition consideration received by REBA's shareholders
consisted of an aggregate of 350,000 shares of Applied's common stock
plus an aggregate principal amount of $178,000 of promissory notes,
due May 22, 2004, and bearing interest at the rate of 6% annually. At
the closing of the transaction, certificates and notes representing
50% of the aggregate merger consideration were placed into escrow for
the purpose of securing the indemnification obligations of the REBA
shareholders. Applied did not acquire any personnel, tangible assets,
or known liabilities in the transaction.
Because Lary Evans is a director of Applied Microsystems and was a
majority stockholder of REBA's outstanding shares, the negotiation of
the terms of the acquisition was handled by an independent committee
of Applied's Board of Directors composed of disinterested directors.
This committee engaged an independent valuation firm to provide a
basis for negotiations, and ultimately recommended that the
transaction be approved by the Company's entire Board of Directors.
"We are excited about the opportunity to now focus greater
attention on developing products for corporate data centers," said
Stephen J. Verleye, President and CEO of Applied. "We plan to provide
further information about product plans utilizing REBA technology as
soon as we can."
Applied Microsystems has a 23-year track record as a leading
developer of tools and technology for embedded systems. Increasingly,
embedded systems technology is at the core of new capabilities in the
commercial communications and computing markets -- in applications
such as storage area networks, networking appliances, communications
and networking equipment. While Applied has historically been a
developer of tools for use by embedded systems developers, the REBA
acquisition represents an expansion into development of hardware and
software products aimed at end-user markets -- specifically, corporate
data centers.
The company can be reached at P.O. Box 97002, Redmond, WA
98073-9702; by phone at 800/426-3925; or by e-mail at info@amc.com.
Visit Applied on the Web at www.amc.com.
Forward-looking statements in this press release are made pursuant
to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are subject to
various risks and uncertainties that could cause actual results to
differ materially from historical results or those anticipated or
stated or implied by such forward-looking statements. These factors
include, without limitation, the ability of the Company to integrate
the REBA technology into its development plans, the ability of the
Company to successfully develop hardware and software to be used in
markets such as enterprise server farms and internetworking equipment
using intellectual property acquired in the transaction, market
acceptance for planned products and services, relationships with third
parties, sufficient availability and retention of qualified personnel,
ability of the Company to maintain/improve gross margins and operating
margins on its existing products and service while shifting its
research and development focus to include hardware and software aimed
at end-user markets, the overall economic climate of the businesses
and geographies in which the Company operates, availability of
sufficient resources, and other risks and uncertainties detailed in
the Company's filings with the Securities and Exchange Commission.
Contact:
Applied Microsystems Corporation, Redmond
Rob Bateman, 425/882-5683
robb@amc.com
