Over 180 Technology M&A Transactions since 1998
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Charlotte, NC; January 8, 2004 - DecisionPoint International, a boutique Investment Bank providing merger and acquisition services to middle-market technology clients, announced today that its client, Telispark Inc. (“Telispark”), has entered into an agreement under which Infowave Software (“Infowave”) (TSX:IW) has acquired control of, and will ultimately acquire all of the outstanding shares of, Telispark. Infowave is a provider of wireless software for mobile operators, corporations and individuals and Telispark is a leading provider of enterprise mobility applications (EMA) software solutions.

Based in Arlington, Virginia, Telispark provides mobile applications that help large organizations service and manage complex equipment and inventory. Telispark has deployed field service, asset management and inventory management applications for large enterprises including Shell Oil, the U.S. Navy, and Hydro One. Combined, Infowave’s and Telispark’s complementary products will enable the delivery of the industry’s most complete, robust mobile solution suite available to the marketplace today. Pursuant to the terms of the agreement, Deloitte Consulting LP, the largest shareholder of Telispark, will hold approximately 19%, but no more than 19.9%, of the issued and outstanding Infowave common shares upon completion of Infowave’s acquisition of the Telispark shares. 

“Recognizing the leadership role that Infowave holds in the marketplace, we believe that by combining our technologies we will further extend Infowave’s successful position in the mobile enterprise segment,” said Randy Brouckman, Telispark’s Chief Executive Officer. “Our shared commitment to the mobile market and Infowave’s commitment to Telispark’s products, partners and customers were critical to this decision. Our common vision will result in the most versatile mobile offerings in this fast growing market segment of carrier-grade enterprise mobile applications.”

Under the terms of the acquisition agreement, Infowave will pay a total of US$8.4 million for the purchase of 100% of all of the issued and outstanding common shares of Telispark, payable in approximately 46 million Infowave common shares, issuable in two tranches. Infowave has completed the initial purchase of approximately 76% of Telispark shares pursuant to a Stock Purchase Agreement dated January 7, 2004. Infowave will acquire the remaining Telispark common shares, subject to a number of conditions precedent, including approval by shareholders of Infowave. The number of Infowave common shares issued in the second tranche may increase by up to approximately 2.1 million Infowave common shares in the event that the weighted average Infowave common share price declines prior to closing of the second tranche. Infowave has also assumed Telispark employee stock options which will be exerciseable into approximately 1.9 million common shares of Infowave. 

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About Telispark

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Telispark, a leading provider of enterprise mobility applications (EMA), helps large organizations generate operational efficiency and increase asset utilization by delivering packaged enterprise applications for the mobile workforce. Telispark Mobile Enterprise(TM) is a suite of industry-specific configurable applications that integrate business processes across ERP, Field Service, Supply Chain, and Asset Management. Telispark Mobile Enterprise is comprised of eight modular and complementary products that can be rapidly delivered and seamlessly integrated with a variety of back-end data sources. Some of the world’s most innovative organizations, including Hydro One, Shell Oil, Sun Microsystems and the U.S. Navy use Telispark solutions to increase the efficiency of asset- and field-intensive operations. For more information, please visit www.telispark.com. 

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About Infowave

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Infowave (TSX:IW) builds innovative wireless business solutions for mobile operators, corporations and individuals that connect people to the critical information they need to be more productive and competitive. The Infowave Symmetry suite of wireless e-mail solutions enable mobile users to instantly access to their corporate and personal e-mail on a variety of Pocket PC, Smartphone or Palm integrated devices. For mobile operators, Infowave offers the Symmetry Mobile Application Gateway – a wireless services platform that provides mobile operators with the opportunity to capitalize on offering wireless data access to their subscribers. The Infowave Wireless Business Engine provides companies with a single wireless software platform for fast, secure and reliable wireless access to e-mail, the Internet, corporate intranets and client-server applications. For more information, please visit www.infowave.com. 

 

About DecisionPoint

 

DecisionPoint is a global leader in M&A advisory services for middle-market technology companies in the services, software, and communication sectors. For additional information on DecisionPoint, visit www.DecisionPointINT.com.

 

For further information, contact: Doug Ellis, Managing Partner; (704) 916-9070; DEllis@DecisionPointINT.com.