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IndeNet signs definitive agreement to acquire majority interest in Channelmatic.


LOS ANGELES--(BUSINESS WIRE)--Sept. 13, 1995--IndeNet Inc. (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
:INDE) Wednesday announced that it has signed a Definitive Purchase Agreement to acquire a two-thirds majority interest in privately held, San Diego-based Channelmatic Inc., a leading designer, manufacturer, integrator and marketer of digital and analog television Analog television (or analogue television) encodes television and transports the picture and sound information as an analog signal, that is, by varying the amplitude and/or frequencies of the broadcast signal.  automation equipment.

According to according to
prep.
1. As stated or indicated by; on the authority of: according to historians.

2. In keeping with: according to instructions.

3.
 the announcement by IndeNet Chairman, President 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.  Robert Lautz, IndeNet also obtained an option to purchase the remaining one-third subject to certain conditions.

Closing is contingent on Adj. 1. contingent on - determined by conditions or circumstances that follow; "arms sales contingent on the approval of congress"
contingent upon, dependant on, dependant upon, dependent on, dependent upon, depending on, contingent
 final due diligence Research; analysis; your homework. This term has caught on in all industries, because it sounds so "wired." Who would want to do analysis or research when they can do due diligence. See wired.  by IndeNet of Channelmatic's business for a period of up to 60 days from the date of the Agreement, and, at IndeNet's option, certain other conditions.

Channelmatic sales for the year ended Dec. 31, 1994 were $9.4 million, up 70 percent from the prior year, and net income for 1994 was $1.0 million before adjustments for non-recurring expenses.

IndeNet sales for its first quarter ended June 30, 1995 were $4.6 million with net income of $43,000 or $0.01 per share. The company is building a Digital Broadcast Network to serve the broadcast advertising and syndicated TV programming industries and Channelmatic's innovative open architecture ad insertion system will be a key component of the Network.

IndeNet is transforming the delivery process from a labor and equipment intensive analog/video-taped based system to a digital/satellite based system.

Lautz said, "Owning a majority interest in Channelmatic is consistent with IndeNet strategy to build a seamless, automated Digital Broadcast Network for advertisers and syndicated television programmers. Channelmatic pioneered ad insertion equipment for cable operators and has consistently produced the most advanced and widely accepted automation equipment in the industry.

"We will use their digital systems to upgrade not only Channelmatic's existing 1,200 cable customers -- 40 percent of the approximate 3,000 cable operators selling spot advertising time -- but also broadcast TV stations as well."

Channelmatic's digital equipment sales were up 75 percent for the quarter ended June 30, 1995 compared to the comparable period in 1994 as the transition to digital video accelerates 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.  and abroad.

IndeNet's wholly owned subsidiary Wholly Owned Subsidiary

A subsidiary whose parent company owns 100% of its common stock.

Notes:
In other words, the parent company owns the company outright and there are no minority owners.
, Chicago-based Mediatech, enjoys an 18 percent market share in the advertising and syndicated TV distribution industry. Mediatech's advertising clients will receive much better access to the national spot advertising cable system market and Channelmatic's cable system operators will be able to more effectively sell spot time to national advertisers which are currently spending $5 billion a year on national TV advertising.

Upgrading the commercial delivery process for existing advertising customers like Coca-Cola, McDonald's, Apple Computer and Wal-Mart to digital offers compelling increases in operating margins Operating Margin

A ratio used to measure a company's pricing strategy and operating efficiency.

Calculated by:
 for IndeNet as well as superior delivery for its clients.

The terms of the agreement provide for a staged transaction whereby IndeNet will purchase 67 percent of Channelmatic Inc. in exchange for approximately $9 million, with a 5 year option to buy the remaining 33 percent for $6 million.

The purchase price is payable in the form of cash equal to $4.5 million, 1,530,000 shares of IndeNet restricted common stock and a note equal to $1.1 million payable over 51 months. Principal and interest payments on the note equal $29,845 per month commencing 6 months from the date of the close of the transaction.

An option price of $110,000 per year is payable for the 5 year term of the option with the remaining purchase price of $6 million payable in the form of cash or 50 percent cash and 50 percent stock at the option of the selling Channelmatic shareholders.

Channelmatic will continue to operate independently from IndeNet and Mediatech with the exception of development and deployment of IndeNet's Digital Broadcast Network.

Bill Killion, founder and sole shareholder of Channelmatic, will retain 33 percent ownership of Channelmatic and will also have a seat on the board of directors of IndeNet. Killion retired from Channelmatic in 1990. Additionally, Thomas Walsh Thomas Walsh may refer to:
  • Thomas Walsh (Irish politician)
  • Thomas Walsh (bishop), first Roman Catholic Archbishop of Newark, New Jersey
  • Thomas Walsh (UK bishop)
  • Thomas J.
, who has been with Channelmatic for 13 years, will remain as president and Michael Watson For the Scottish politician, see Mike Watson

Michael Watson (born March 15, 1965) is a former boxer from England. During his fighting days he had the reputation as the nice guy of British boxing, the people's choice who kept to himself (which contrasted sharply with
 will remain as senior vice president of marketing and sales.

IndeNet's core business is the delivery of broadcast advertising and syndicated television programming to broadcast TV stations, cable systems and other suppliers in both analog and digital formats.

With the acquisition of Channelmatic Inc., the company will be accelerating the deployment of its Digital Broadcast Network which should increase operating profit margins Operating profit margin

The ratio of operating profit to net sales.
 and market share. IndeNet Common Stock and Class B Warrants are traded on Nasdaq under the symbols INDE and INDEW respectively.

CONTACT: South Coast Communications

Joseph Allen Joseph Allen may refer to:
  • Joseph Allen (congressman) (1749-1827), member of the eleventh United States Congress
  • Joseph Allen (bishop), Bishop of Bristol and Bishop of Ely
  • Joseph Henry Allen (1820-1898), Unitarian scholar
  • Joseph P.
 (investors), 714/252-8440

Owen Daley (media), 714/252-8440

or

IndeNet

John Zarchen, 213/466-6388
COPYRIGHT 1995 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 1995, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Sep 13, 1995
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