Caere Announces Agreement to Acquire Recognita; Acquisition Will Support Caere's Global Strategy to Provide OCR to the World and Strengthen Its Position as the World's Leader in OCR Technology.LOS GATOS Los Gatos (lôs gä`tōs, lŏs, găt`əs), city (1990 pop. 27,357), Santa Clara co., W Calif.; inc. 1887. It is an affluent residential community and health resort. , Calif.--(BUSINESS WIRE)--Dec. 3, 1996--Caere Corporation (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :CAER CAER Centre d'Arts Escèniques de Reus (French) CAER Community Awareness and Emergency Response program CAER Chemical Awareness and Emergency Response Program ), the worldwide leader in optical character recognition optical character recognition (OCR), method for the machine-reading of typeset, typed, and, in some cases, hand-printed letters, numbers, and symbols using optical sensing and a computer. (OCR OCR in full optical character recognition Scanning and comparison technique intended to identify printed text or numerical data. It avoids the need to retype already printed material for data entry. ) technology and products, today announced an agreement with Recognita Rt., a privately-held OCR provider headquartered in Hungary, and the Hungarian-American Enterprise Fund (HAEF HAEF Hellenic-American Educational Foundation (Athens, Greece) HAEF Hale Area Education Foundation (Hale, Michigan) ), whereby Caere will acquire Recognita in a cash transaction with a total cost of approximately $4.7 million. In connection with the transaction, Caere anticipates a one time charge for in-process research and development of approximately $4.5 million. The parties expect the transaction to be completed by December 1996. "The acquisition will play a key role in our strategy to provide OCR to the world," said Bob Teresi, Caere's chairman and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. . "Combined with our recent introductions of Arabic and Japanese OCR products, the acquisition will position Caere as the uncontested OCR leader with recognition technologies that truly span the globe." This combination will give Caere a foothold in Eastern Europe Eastern Europe The countries of eastern Europe, especially those that were allied with the USSR in the Warsaw Pact, which was established in 1955 and dissolved in 1991. to more effectively expand the market for OCR. In addition, the acquisition will allow Caere to essentially be a single source of OCR technology for strategic manufacturers which incorporate OCR technology in their scanning solutions worldwide. Also, the acquisition will allow both product families to share development resources. OCR software is the technology that processes scanned documents and converts them into more useful, computer-editable text that can be used in word processing word processing, use of a computer program or a dedicated hardware and software package to write, edit, format, and print a document. Text is most commonly entered using a keyboard similar to a typewriter's, although handwritten input (see pen-based computer) and and other text-based applications. OCR eliminates the retyping of essentially any printed paper document including memos, report, contracts, correspondence, and resumes. Caere and Recognita are leaders in this highly specialized technology and develop OmniPage Pro OCR software and Recognita Plus OCR applications, respectively. The companies' products have been recognized with awards for excellence around the world. Caere's Global OCR Strategy Playing a key role in Caere's global strategy to provide OCR to the world, the acquisition will allow Caere to expand its OCR presence into new markets. Currently, Caere's OmniPage Pro OCR is the leading product in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. , Western Europe Western Europe The countries of western Europe, especially those that are allied with the United States and Canada in the North Atlantic Treaty Organization (established 1949 and usually known as NATO). , and other English-speaking markets around the world. Recognita's Recognita Plus product leads the market in other areas, including Eastern Europe. With the acquisition, Caere will be positioned as a global OCR provider with recognition technologies for more than 100 languages from English to Polish, from Swahili to Sioux. Other recent announcements underline Caere's global OCR strategy, including the introduction of OCR products in the Middle East and Japan with OmniPage for Arabic and OmniPage Pro 6.0J (Japanese), respectively. Expanding Emerging Markets By providing a local office in Eastern Europe, the acquisition will allow Caere to more effectively expand the market for OCR in the area. Leveraging Caere's financial and international marketing/sales strengths with Recognita's recognition technologies, together the two companies will be best positioned to grow the small but emerging OCR markets of Eastern Europe and the former Soviet Union. Specifically, Caere will be able to leverage its strong channel relationships to expand the availability of the Recognita product line. "We have enjoyed a friendly competition with Caere for years," said Akos Reszler, Recognita's President and CEO, in Budapest. "Now we are going to work together to provide the best of both our technologies to the marketplace. Both Caere's and Recognita's long-time customers will benefit from this agreement as we combine our technical strengths and expand our global presence." One-Stop-Shopping for OEM (Original Equipment Manufacturer) The rebranding of equipment and selling it. The term initially referred to the company that made the products (the "original" manufacturer), but eventually became widely used to refer to the organization that buys the products and Partners The acquisition will allow Caere essentially to be a single source of OCR technology for strategic partners such as Hewlett-Packard, Canon, Microtek, Agfa, and other scanning device See scanner. manufacturers who incorporate OCR technology in their scanning solutions worldwide. Already the number-one provider of OCR technology to scanner manufacturers, Caere will be an even more attractive partner for hardware developers with its new, unique ability to provide more than 100 languages. "As a global provider of scanning solutions, HP works with several developers for the software technologies that are bundled in our leading scanners," said David Schwaab, OCR Solutions Manager for Third Party Marketing at HP's Greeley Hardcopy Division. "This acquisition will merge OCR technologies for over 100 languages into a single source and position Caere, essentially, as a one-stop-shop for OCR for the industry." Technology Resources The acquisition will also allow Caere to take advantage of Recognita's strong research and development resources. Recognita employs more than 25 engineers, experienced in OCR and related technologies, who will be a valuable resource for both companies. These technology resources will allow the two companies to move the current product lines forward while investing in new technologies. The Companies Caere Corporation Caere Corporation, with U.S. headquarters in Los Gatos, Calif. and European headquarters, Caere GmbH, in Munich, Germany, is the leader in OCR technology and a leading developer of desktop form processing and document management products. Caere's products include the OmniPage and WordScan lines of OCR software that convert printed and faxed documents into electronic text; the PageKeeper line of Windows based (1) (Windows-based; upper case "W") Refers to Microsoft Windows. (2) (windows-based; lower case "w") Having resizable windows. Same as "graphics based" or "GUI based." Graphical user interfaces are all windows based. Contrast with text based. document management software that effortlessly retrieves a wide range of information from virtually any source; OmniForm, which converts paper forms to electronic format; the M/Series high-speed, high-volume OCR hardware and software for commercial applications; and a broad array of OCR and bar code readers that accelerate transaction processing Updating the appropriate database records as soon as a transaction (order, payment, etc.) is entered into the computer. It may also imply that confirmations are sent at the same time. Transaction processing systems are the backbone of an organization because they update constantly. . Recognita Corporation Recognita Corporation is a leader in the research, development, and marketing of image processing image processing Set of computational techniques for analyzing, enhancing, compressing, and reconstructing images. Its main components are importing, in which an image is captured through scanning or digital photography; analysis and manipulation of the image, accomplished and optical character recognition systems and applications, purchase and sales of hardware products required for character recognition and other related services. With headquarters in Budapest, Hungary, Recognita employs over 55 employees. The Recognita product lines include the Recognita OCR family (Recognita Plus, Recognita Select, Recognita Standard, Recognita Reader for visually impaired) that convert printed and faxed documents into electronic text; the Recognita Development ToolKit (DTK DTK Deception Tool Kit DTK Desired Track DTK Developer's Tool Kit DTK Deployment Tool Kit DTK Diverse Tool Kit ) that allows software and hardware developers to customize their solution by integrating OCR technology into them; and Recognita Forms that reads data from forms by OCR, ICR (Intelligent Character Recognition or Image Character Recognition) The machine recognition of hand-printed characters as well as machine printing that is difficult to recognize. , bar-code, and dot matrix recognition engines and saves them directly into a database. Hungarian-American Enterprise Fund The Hungarian-American Enterprise Fund (HAEF) was established in 1990 with a capital base of $70 million from the U.S. Government to encourage Hungarian private business development primarily through direct equity investments and loans. It takes an active role in its ivestee companies by assisting with strategic and financial planning Financial planning Evaluating the investing and financing options available to a firm. Planning includes attempting to make optimal decisions, projecting the consequences of these decisions for the firm in the form of a financial plan, and then comparing future performance against , training and identifying strategic partners. HAEF's early investments in Recognita were successfully designed to help grow the company. HAEF's current focus is in providing the later stage growth financing needed by established Hungarian private firms and in supporting start-ups introducing commercially proven technologies to Hungary. Since 1990, HAEF has profitably invested more than $50 million in a diversified portfolio of 38 companies operating in Hungary. -0- Note to Editors: Caere notes that, except for the historical information contained herein, the matters discussed above are forward-looking statements subject to risks and uncertainties that may cause the actual results to differ materially. Such risks and uncertainties include, but are not limited to, closing conditions for the acquisition not being met or the acquisition otherwise not being completed as expected. Assuming completion of the acquisition, such risks and uncertainties include, but are not limited to, the usual risks and uncertainties of Caere's and Recognita's respective business operations Business operations are those activities involved in the running of a business for the purpose of producing value for the stakeholders. Compare business processes. The outcome of business operations is the harvesting of value from assets , as well as the risk that the integration of Recognita's operations with Caere's operations is not achieved in a timely and expected manner, or that key management and technical personnel of, and developers for, Recognita are not successfully retained. For other risks and uncertainties inherent in the business and operations of Caere and Recognita, see the risk factors listed from time to time in Caere's SEC reports, including but not limited to, the report on Form 10-Q Form 10-Q See 10-Q. for the quarter ended September 30, 1996 (Part I, Item 2, Certain Trends section). Trademark References: Caere, OmniPage, PageKeeper, and WordScan are registered trademarks, and OmniForm and M/Series are trademarks of Caere Corporation, in the United States and/or other countries. CONTACT: Caere Corporation Patrick Crisp, 408/395-7000, ext. 2049 patrickc@caere.com |
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