Transaction Complements and Strengthens Miranda's Broadcast Playout Product Offering MONTREAL, April 22 /CNW Telbec/ - Miranda Technologies Inc. (TSX: MT), a global developer, manufacturer and marketer of high-performance hardware and software for the television broadcast industry, today announced that it has entered into an agreement to acquire privately-held VertigoXmedia, inc. and its broadcast division. VertigoXmedia is a MontrDeal-based manufacturer of high-end graphics automation software and systems. The closing of the transaction, expected to take place in early May, is subject to customary closing conditions. The transaction would allow Miranda to add a powerful suite of software workflow and graphics capabilities to its existing, highly successful playout branding products. In addition, the VertigoXmedia graphics platform, a powerful solution for the automated presentation of live graphics, would provide Miranda with a new product range for production environments. "The demand for live graphics preparation, management and presentation is rapidly increasing as broadcasters strive to create captivating graphics across multiple platforms such as high definition (HD) and standard definition television, the web and Mobile TV," said Mr. Strath Goodship, President and CEO of Miranda Technologies. "We have been a leader in this segment since our acquisition of Oxtel PLC (UK) in 2001. VertigoXmedia is recognized as an innovator in this field. Their unique tools would benefit our customers by enhancing their ability to brand across multiple delivery formats. Furthermore, it reinforces Miranda's competitive edge in the midst of the large-scale HD upgrade cycle which is currently taking place in the broadcasting industry." he added. The total purchase price is approximately Cdn$11 million, payable in cash, and is subject to adjustments based on the value of net assets being delivered at the closing of the transaction. VertigoXmedia has been in the broadcast and digital signage businesses for nearly ten years, operating predominantly in North America. For the past three years, the company's broadcast division, which Miranda is expecting to acquire, has experienced an annual growth rate of approximately 20 per cent, with gross margins over 60 per cent. Its revenues reached Cdn$5.3 million for the financial year ended December 31, 2005. Under the terms of the agreement, the 25 employees of VertigoXmedia's broadcast division will join Miranda. The digital signage division, which is excluded from the transaction and which employs 10 people, will be spun-off in a new entity independent of Miranda, prior to the acquisition. It is expected that the acquisition will be neutral to Miranda's net earnings in the first year and accretive thereafter. Miranda will sell VertigoXmedia's products through its sales channels. Given the coverage of Miranda's worldwide distribution network, management believes there is an opportunity for significant growth in the sales of VertigoXmedia's products. VertigoXmedia would be the first acquisition announced by Miranda Technologies since its Initial Public Offering (IPO), which was completed in December 2005. Forward-Looking Statements This press release contains forward-looking statements reflecting Miranda's objectives, estimates and expectations. Such statements may be marked by the use of verbs such as 'believe', 'anticipate', 'estimate', 'looking ahead' and 'expect' as well as the use of conditional or future tense. By their very nature, such statements involve risks and uncertainty that could cause results or events related to the acquisition to differ materially from current expectations. In making these statements Miranda has assumed, among other things, that the closing conditions to the transaction can be satisfied in accordance with their terms. For additional information with respect to risk factors affecting Miranda's business, please refer to Miranda's annual information form under the heading "Risk Factors", which is available on SEDAR at www.sedar.com. About Miranda Miranda Technologies Inc. (TSX: MT) develops, manufactures and markets high-performance hardware and software for the television broadcast industry. Its solutions are purchased by content creators, broadcasters, specialty channels and television service providers to enable and enhance the transition to a complex multi-channel digital and HDTV broadcast environment. This equipment allows customers to generate additional revenue while reducing costs through the more efficient distribution and management of content as well as the automation of previously manual processes. Miranda employs over 350 people at its MontrDeal headquarters and in its offices located in Wallingford (UK), Paris (France), Tokyo (Japan), Hong Kong, Beijing (China) and Springfield (New Jersey). Miranda became a public company on December 8, 2005 and is listed on the Toronto Stock Exchange. For more information, please visit www.miranda.com. About VertigoXmedia VertigoXmedia, inc. is an innovator in the field of graphics automation solutions for broadcast television, cable and digital signage. The company's patented products significantly streamline the graphics production workflow by offering the ability to automatically capture and control live data, create corresponding data-driven graphics, and deliver professional, real-time graphics to multiple output channels. VertigoXmedia also offers award-winning creative design, integration, and consulting services. VertigoXmedia's products and services have been used by many of the world's leading broadcasters, including CBS, CNBC, CNN, ESPN, FOX, NBC, Time Warner Cable, CBC/Radio-Canada, CTV, Global Television, and others around the world. For more information, please visit www.vertigoxmedia.com. All trademarks mentioned herein are the property of their respective owners.
