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Digi Acquires Spectrum Design Solutions Inc., a Leading Wireless Design Services Firm

2008-07-25 06:57:00

Digi Acquires Spectrum Design Solutions Inc., a Leading Wireless Design Services Firm

   Adding Wireless Design Services to Digi's Drop-in Networking Offering

         Enables Digi to Bring Wireless Customers to Market Faster

    MINNETONKA, Minn., July 25 /Xinhua-EMWNews/ -- Digi International(R)

Inc. (Nasdaq: DGII) today announced the acquisition of Spectrum Design

Solutions Inc., a privately held Minneapolis based corporation and a

leading wireless design services organization. The acquisition is a cash

merger, with $4.0 million payable at the acquisition date and $3.0 million

to be paid at each of the eighteenth and thirty-six months following



    Spectrum Design Solutions Inc. is a design services company with a

focus on solving customer's wireless development challenges. Employing over

30 highly specialized engineers with extensive experience in wireless

technologies such as GSM, CDMA, GPS, WiMAX, Wi-Fi and proprietary RF allows

the organization to address virtually any wireless development need.

    "Wireless design services are another piece of the puzzle we're adding

to our wireless Drop-in Networking product offering," said Joe Dunsmore,

Chairman, President and CEO of Digi. "Spectrum provides tremendous value to

customers with complex wireless integration requirements. As we've had

several joint customers, we've seen their capabilities and their corporate

culture firsthand and know they're a great fit with Digi."

    "With the cultural similarities and being a proven leader in wireless

technology we see Digi as the ideal partner to take our fast growing

services business and leverage it with more potential customers," said Rod

Landers, CEO of Spectrum. "Digi's market-leading Drop-in Networking

technology and our extensive wireless design expertise creates a powerful


    Transaction Specifics

    Digi anticipates that Spectrum will contribute approximately $0.6

million in revenue for the fourth fiscal quarter of 2008, from date of

acquisition, and in a range of approximately $5.0 to $5.5 million in

revenue for fiscal year 2009.

    Digi expects that the acquisition of Spectrum will reduce earnings per

diluted share by $0.01 to $0.02 in the fourth fiscal quarter of 2008. Digi

anticipates that Spectrum will be accretive to earnings per diluted share

by $.01 to $0.02 in fiscal 2009.

    Pursuant to the terms of the purchase agreement, Spectrum became a

wholly owned subsidiary of Digi International Inc. Digi will retain the

Spectrum offices located in downtown Minneapolis.

    About Digi International

    Digi International, the leader in device networking for business,

develops reliable products and technologies to connect and securely manage

local or remote electronic devices over the network or via the web. Digi

offers the highest levels of performance, flexibility and quality, and

markets its products through a global network of distributors and

resellers, systems integrators and original equipment manufacturers (OEMs).

For more information visit .

    Forward-Looking Statements

    This press release contains statements that constitute "forward-looking

statements" within the meaning of Section 27A of the Securities Act of

1933, as amended, and Section 21E of the Securities Exchange Act of 1934,

as amended, which generally can be identified by the use of forward-looking

terminology such as "anticipate," "believe," target," "estimate," "may,"

"will," "expect," "plan," "project," "should," or "continue" or the

negative thereof or other variations thereon or similar terminology. Such

statements are based on information available to management as of the time

of such statements and relate to, among other things, expectations of the

business environment in which the companies operate, projections of future

performance, perceived opportunities in the market and statements regarding

the combined company's mission and vision, future financial and operating

results, and benefits of the transaction. Such statements are not

guarantees of future performance and involve certain risks, uncertainties

and assumptions, including risks related to the highly competitive market

in which the companies operate, rapid changes in technologies that may

displace products sold by the combined company, declining prices of

networking products, the combined company's reliance on distributors,

delays in product development efforts, uncertainty in consumer acceptance

of the combined company's products, and changes in the companies' level of

revenue or profitability. These forward-looking statements are neither

promises nor guarantees, but are subject to risk and uncertainties that

could cause actual results to differ materially from the expectations set

forth in the forward-looking statements, including but not limited to

uncertainties associated with economic conditions in the marketplace,

particularly in the principal industry sectors served by the combined

company, changes in customer requirements and in the volume of sales to

principal customers, the ability of the combined company to achieve the

anticipated benefits and synergies associated with this transaction, the

challenges and risks associated with managing and operating business in

numerous international locales, competition and technological change, and

the risks that the businesses will not be integrated successfully.

    These and other risks, uncertainties and assumptions identified from

time to time in Digi's filings with the Securities and Exchange Commission,

including without limitation, its annual reports on Form 10-K and quarterly

reports on Form 10-Q, could cause future results to differ materially from

those expressed in any forward-looking statements. Many of such factors are

beyond Digi's ability to control or predict. These forward-looking

statements speak only as of the date for which they are made. Digi

disclaims any intent or obligation to update publicly any forward-looking

statements, whether as a result of new information, future events or


    For more information, visit Digi's Web site at , or

call +852-2833-1008.

    All brand names and product names are trademarks or registered

trademarks of their respective companies.

Contact: Hokie Chan Channel Marketing Manager, Asia Pacific Tel: +852-2235-2206 Email: [email protected]

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