Scopus Video Networks has revealed that it has entered into a non-binding Term Sheet to acquire Optibase, which reported revenue of approximately $23 million for 2007.
According to the Term Sheet, Scopus will acquire certain assets and liabilities related to Optibase's digital video and streaming business for the value of 2.6 million ordinary Scopus shares of, plus an earn-out of up to 0.9 million additional shares based on the achievement of sales goals. Once the transaction is complete, Optibase, which is currently a 36 percent shareholder in Scopus, will own up to 49 percent (including potential earn-out) of Scopus's outstanding ordinary shares.
The proposed acquisition is subject to due diligence, negotiation and execution of definitive agreements and the satisfaction of customary closing conditions, including approval of the respective shareholders of Scopus and Optibase. In accordance with Israeli law, the approval of the transaction by Scopus shareholders would require a special majority because it is a transaction with a principal shareholder. The transaction is expected to close in the fourth quarter of 2008.
"The acquisition of the digital video and streaming business of Optibase is a positive step for Scopus," commented Dr. Yaron Simler, CEO of Scopus. "We have identified what we believe to be potential synergies and cost savings associated with this transaction. In addition to our current portfolio, Optibase's products extend the breadth of our offering to our customers, opening up new markets for Scopus. Finally, it should enable us to become a more prominent player in the digital video networking market."
