Here's the acquisition.
Personal Computer Products Inc. and NewGen Systems Corp.
to merge
SAN DIEGO--(BUSINESS WIRE)--Jan. 28, 1997--
Company to be renamed "Imaging Technology Corporation"
Personal Computer Products Inc. (NASD:PCPI) Tuesday announced it has signed a definitive agreement to merge with privately held NewGen Systems Corp. of Costa Mesa, Calif.
Under the terms of the agreement, 10,750,000 shares of Personal Computer Products common stock will be exchanged for all outstanding shares and options of NewGen Systems. The transaction will be accounted for as a pooling of interests. The merger of NewGen Systems into Personal Computer Products is expected to be completed by mid-February 1997.
The Personal Computer Products board of directors will be expanded to six members. It will include the four current Personal Computer Products directors, Dr. Harry J. Saal, Dr. Edward W. Savarese, Irwin Roth and Brian Bonar. In addition, Al Dubrow, NewGen chairman, and Frank Kavanaugh, NewGen president and CEO will be added to the PCPI board of directors. Saal, chairman of PCPI, will continue as chairman of the board of directors.
New Organization
PCPI will submit to its shareholders a proposal to change its name to Imaging Technology Corporation. PCPI Technologies will be established as a wholly-owned subsidiary of the proposed Imaging Technology. PCPI Technologies will continue to focus on engineering design and development of advanced embedded controllers for OEM printer, copier and multifunction office product companies.
NewGen Systems will be renamed NewGen Imaging Systems and will be a wholly-owned
subsidiary of the proposed Imaging Technology Corp. NewGen will continue to focus on the development and marketing of high resolution monochrome digital imagesetters, color proofing printers and related software solutions for the prepress and publishing markets.
Prima International, currently a PCPI wholly-owned subsidiary, will become a wholly-owned subsidiary of the proposed Imaging Technology. Prima International will continue as a worldwide distributor of digital imaging storage products.
"With each of these three subsidiaries focused on different segments of the rapidly expanding digital imaging market, we see a bright future ahead for the proposed Imaging Technology Corp.," stated Ed Savarese, CEO at PCPI. "NewGen is a leader in providing high resolution imagesetting and color proofing solutions for prepress and publishing applications. We see excellent synergy between NewGen's solutions and the high performance Adobe PostScript controller developed by PCPI Technologies."
Founded in 1982, Personal Computer Products is an Authorized Adobe PostScript Third Party Co-Developer. PCPI has developed laser printer controllers and associated technologies since 1984 and is a leading provider of high performance Adobe PostScript controllers based on the
MIPS RISC processors. Company news and product/service information are available at
World Wide Web site pcpi-itc.com .
NewGen Systems was originally founded in 1988 and restructured as NewGen Systems
Acquisitions Corp. in March 1996 to deliver advanced monochrome and color proofing systems solutions and supplies to the digital proofing market through a well-qualified network of manufacturers' representatives, distributors, OEMs and dealers in more than 90 countries.
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