DGAP-Adhoc: Orad Hi-Tec Systems Ltd: Avid Technology enters

Orad Hi-Tec Systems Ltd / Key word(s): Acquisition 13.04.2015 00:58 Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. --------------------------------------------------------------------------- Kfar-Saba, Israel, April 13, 2015 - Orad Hi-Tec Systems Ltd. (ISIN IL0010838071; Frankfurt Prime Standard; Symbol: OHT), a provider of state-of-the-art 3D real-time graphic, video servers, and MAM solutions for the broadcasting markets, today announced that it has signed a definitive agreement to be acquired by Avid Technology, Inc. ("Avid", Nasdaq: AVID). Under the terms of the agreement, Avid has agreed to pay EUR 5.67 in cash for each share of Orad common stock. Avid delivers a comprehensive media platform connecting content creation with collaboration, asset protection, distribution and consumption for media. The transaction volume totals approximately EUR 66 million (including compensation for the vested options under Orad's employee option plan). It is intended to merge Orad, as absorbing entity, with a newly formed Israeli subsidiary of Avid; thus, Orad shall become a wholly owned subsidiary of Avid. The transaction is subject to customary closing conditions, including approval of the Orad shareholders (by holders of at least 75% of Orad's shares represented at the shareholders meeting). Avid has entered into voting agreements with holders of a majority of Orad's outstanding shares of capital stock, pursuant to which such Orad stockholders agree to vote in favor of the transaction. Closing of the merger transaction is expected towards the end of the Second Quarter and settlement of the cash consideration is expected to occur early in the Third Quarter of 2015. Details of the time line and settlement procedures will be published within a proxy statement to be sent to shareholders in advance of Orad's shareholders meeting. --------------------------------------------------------------------------- Information and Explaination of the Issuer to this News: Explanatory notes: 'Our success has been recognized and thus attracted interest in our company. The agreed EUR5.67 price per share represent an upside of over 40% over the current share market price and is in line with other multiplies of similar transactions in the broadcast industry' said Avi Sharir, CEO and President, Orad. 'Avid has a long-standing heritage of industry leadership, and it's clear that both Avid and Orad have a common commitment to innovation and customer success. Our solutions are highly complementary to the Avid product suite, creating the most comprehensive solution for the media industry. Further, Avid's global scale and distribution network provide significant opportunities for customer support, growth and market expansion. We are confident that joining the Avid family will create more powerful opportunities for our customers, partners, and employees.' 'We have followed Orad's success in the market for many years and are excited about the prospects of what our combined companies can accomplish,' said Louis Hernandez, Jr, Chairman, President, and CEO of Avid. 'Our industry is in a period of significant transition, in which our customers are demanding a single platform to connect creation with collaboration, asset protection, distribution and monetization. We believe this transaction further differentiates Avid as the partner with the most comprehensive solution, and accelerates our momentum as we enable our customers to operate more efficiently and profitably.' About Orad Orad is a world-leading developer, marketer and distributer of real-time 3D broadcast graphic, video server, and media asset management solutions including news, channel branding, sports production and enhancement, elections and special events, virtual studios, and virtual advertisement. Orad's comprehensive solutions streamline production workflow, enhance viewer experience, and improve production value. Founded in 1993, Orad is a public company listed on the Frankfurt Stock Exchange (OHT). More information is available at http://www.orad.tv/. About Avid Through Avid Everywhere(TM), Avid delivers the industry's most open, innovative and comprehensive media platform connecting content creation with collaboration, asset protection, distribution and consumption for the most listened to, most watched and most loved media in the world-from the most prestigious and award-winning feature films, music recordings, and television shows, to live concerts and news broadcasts. Industry leading solutions include Pro Tools(R), Media Composer(R), ISIS(R), Interplay(R), and Sibelius(R). For more information about Avid solutions and services, visit www.Avid.com, connect with Avid on Facebook, Instagram, Twitter, YouTube, LinkedIn, or subscribe to Avid Blogs. For further information, please contact: Orad Hi-Tec Systems Ltd. Ilan Sidi C.F.O. +972 9 7676 862 ilan@orad.tv Investor Relations edicto GmbH Dr. Sönke Knop Frankfurt, Germany +49 69-90550551 sknop@edicto.de 13.04.2015 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------------- Language: English Company: Orad Hi-Tec Systems Ltd 15 Atir Yeda str POB 2177 44425 Kfar Saba Israel Phone: +972-9-7676862 Fax: +972-9-7676861 E-mail: orad@orad.tv Internet: www.orad.co.il ISIN: IL0010838071 WKN: 928634 Listed: Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart; London End of Announcement DGAP News-Service ---------------------------------------------------------------------------