Insignia Signs Definitive Agreement with esmertec.Business Editors/High-Tech Writers FREMONT, Calif.--(BUSINESS WIRE)--March 5, 2003 Insignia Solutions(R) (Nasdaq:INSG INSG International Nickel Study Group ) and esmertec today announced that a definitive agreement has been signed whereby esmertec acquires all of Insignia's Jeode Java Virtual Machine A Java interpreter. The Java Virtual Machine (JVM) is software that converts the Java intermediate language (bytecode) into machine language and executes it. The original JVM came from the JavaSoft division of Sun. (JVM See Java Virtual Machine. JVM - Java Virtual Machine ) related assets with the exception of Jeode intellectual property. This transaction is expected to be completed in April. Through this agreement, esmertec becomes the exclusive master distributor of Insignia's JVM business in exchange for a committed revenue stream of $7 million, and a three-year earn-out based on a percentage of future revenues estimated at $4 million. In addition, the parties have entered into a cooperative agreement to promote Insignia's Secure System Provisioning (SSP (1) (Service Switching Point) The local exchange node in an SS7 telephone network. The SSP can be part of the voice switch or in a separate computer connected to it. ) software product to esmertec's mobile platform customers. esmertec will manage the existing Insignia JVM customer relationships and license the Insignia and esmertec technologies to sell to the then combined customer base and silicon partners. esmertec will assume the entire JVM business through a final asset purchase in June 2004. Mark McMillan, 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. of Insignia Solutions, commented, "This transaction provides Insignia with a more focused business model, a scalable structure and key relationships for future products roll-outs. We will see many benefits, including an improved financial condition, access to funding, significant reduction in operating costs operating costs npl → gastos mpl operacionales , increased market access and continued upside potential Upside potential The amount by which analysts or investors expect the price of a security may increase. upside potential The potential price or gain that may be expected in a security or in a security average, generally stated as the dollar through the revenue share component of the agreement." About Insignia Solutions Insignia provides an essential ingredient to mobile operators and terminal manufacturers by enabling Over-The-Air Repair of a growing complex and diverse community of devices on the network. Insignia's products and services radically reduce customer care and recall costs, maintain device integrity, and enable a wide range of new mobile services. Founded in 1986, Insignia has a long history of innovation, stewardship of major industry standards, and the trust of dozens of manufacturers around the world. Insignia Solutions is traded on NASDAQ under the symbol INSG. The company is headquartered in Fremont, California For the unincorporated community in Yolo County, California, see . Fremont (IPA: /ˈfriːmɒnt/) is a city in California that was incorporated on January 23, 1956, from the merger of five smaller communities: with R&D and European operations based in the United Kingdom. For additional information about Insignia or its products please visit http://www.insignia.com. About esmertec esmertec is the leading software company focusing on Java(TM) and mobile software technologies for handheld systems. Considered to be one of the most important players in the independent VM supplier space, its flagship product A primary product of a company, which is typically why the company was founded and/or what made it well known. For example, MS-DOS, Windows and the Microsoft Office suite have been flagship products of Microsoft. CorelDRAW is a flagship product of Corel Corporation. , Jbed(TM) ME, certified by Sun Microsystems Sun Microsystems, Inc. (NASDAQ: JAVA[3]) is an American vendor of computers, computer components, computer software, and information-technology services, founded on 24 February 1982. , delivers high performance computing on small devices to service providers, mobile device manufacturers and application developers. Founded in 1999, esmertec is based in Switzerland with sales, engineering and support offices 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 Singapore and representation in Japan. Note to Editors: Insignia, Insignia Solutions, and the Insignia Solutions logo are registered trademarks and Secure System Provisioning, Over-The-Air Repair, Jeode, and DAC See D/A converter and discretionary access control. DAC - Digital to Analog Converter are trademarks of Insignia Solutions, Inc. Sun Microsystems, Sun, Java, EmbeddedJava, PersonalJava, and J2ME (Java 2 Platform, Micro Edition) A version of Java 2 for cellphones, PDAs and consumer appliances. J2ME uses the K Virtual Machine (KVM), a specialized Java interpreter for devices with limited memory. are trademarks or registered trademarks of Sun Microsystems, Inc. in the United States and other countries. All other trademarks are the property of their respective holders. Forward-Looking Statements The statements in this press release relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc matters that are not historical are forward-looking statements that involve risks and uncertainties. This news release includes forward-looking statements that are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those referred to in the forward-looking statements. Such factors include, but are not limited to, the impact of conclusion or postponement of prospective licensing transactions; the impact of weakening economic conditions or perceived conditions on the level of spending by customers and prospective customers on Insignia Solutions' software and services; financial and other impacts of cost control measures; quarterly fluctuations in Insignia Solutions' revenues or other operating results; failure by Insignia Solutions to meet financial expectations of analysts and investors, including failure resulting from significant reductions in demand from earlier anticipated levels; risks that cash generated from operations and financing activities will be insufficient to satisfy Insignia Solutions' liquidity requirements; risk as related to market acceptance of Insignia Solutions' products; impact of long and lengthening lengthening (lengkˑ·the·ning), n the use of various massage or muscle energy techniques to relax and stretch muscle and connective tissue. sales and implementation cycles for Insignia Solutions' products; satisfaction levels of customers regarding the implementation and performance of Insignia Solutions' products; reliance by Insignia Solutions on a limited number of customers for a majority of revenue; Insignia Solutions' need to maintain and enhance business relationships with systems integrators, licensors and other parties; Insignia Solutions ability to attract and maintain qualified executives and other personnel and motivate employees; Insignia Solutions' use in its products of third-party software; activities by Insignia Solutions and others regarding protection of intellectual property; and release of competitive products and other actions by competitors. Further details on these risks are set forth in Insignia Solutions' filings with the Securities and Exchange Commission, including its most recent filings on Forms 10-K and 10-Q. These filings are available on a website maintained by the Securities and Exchange Commission at http://www.sec.gov. Forward-looking statements in this release are generally identified by words such as "expect," "anticipate," "will," "intend," "believe," "hope," "assume," "estimate," "plan," and other similar words and expressions. Insignia Solutions does not undertake an obligation to update forward-looking or other statements in this release. |
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