Zaptronix makes acquisition

Johannesburg, 21 Jul 2004

Zaptronix is acquiring DuO, a public unlisted company operating in the supply chain, logistics and fleet management and vehicle monitoring markets.

The acquisition has been valued at about R3.07 million.

In terms of the deal, Zaptronix is consolidating its shares on a 1:2 basis, resulting in a reduction of the issued share capital from 144.8 million shares to 72.4 million shares.

After the consolidation, and to implement the acquisition, the authorised shares will be increased to 500 million shares while the issued shares will increase to about 379.3 million.

Of these, Zaptronix will issue 306.9 million shares, representing 81% of its shares in issue, to the shareholders of DuO in a ratio of one consolidated Zaptronix share for every DuO share held.

"DuO owns the software and patents to its own advanced fleet management system, which is complemented by a 24-hour bureau monitoring service," Zaptronix says in a statement issued on the JSE`s news service this morning.

"In addition to continual software enhancement to stay ahead of a changing market environment, the company`s next-generation hardware and software, currently under development, will enable its customers to assume complete control over their logistics management function, while still enjoying the benefits of DuO`s bureau service."

The Zaptronix board will be reconstituted after the acquisition to allow for the appointment of DuO directors Deon Oberholzer and Antonio de Canio as CEO and chief financial officer. Current chief financial officer Jens Stratenwerth will remain on the board as an executive director.

The group also says its headline earnings and net asset value per share for the year to 30 April will be at least 30% lower than those of the previous year.

This is mainly because of the costs incurred in the restructuring of Zaptronix and the writing down of development costs to provide for the amalgamation of the Zaptronix and DuO businesses. The results are to be published at the end of this month.