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MGC Diagnostics Corporation Completes Acquisition of MediSoft SA
Date:8/1/2014

SAINT PAUL, Minn., Aug. 1, 2014 /PRNewswire/ -- MGC Diagnostics Corporation (NasdaqCM: MGCD), a leading global medical technologies company, announced today that it has completed its acquisition of MediSoft SA, a privately held manufacturer of cardiorespiratory diagnostic products based in Sorinnes, Belgium.

MediSoft has served the European cardiorespiratory diagnostics market since 1977. MediSoft, a calendar year company, generated 2013 revenues of approximately €4.7 million ($6.3 million) and incurred a net loss of approximately €141,000 ($187,000).

MGC Diagnostics acquired MediSoft for total cash consideration of €5.8 million ($7.8 million). In addition, MGC Diagnostics issued Warrants to the MediSoft shareholders to purchase 168,342 shares of MGC Diagnostics common stock at a price of $7.96 per share. The value of the Warrants is approximately €314,000 ($421,000). The Warrants have a three-year term expiring on August 1, 2017.

The total aggregate transaction consideration of €6.1 million ($8.2 million), including the value of the Warrants, represents a multiple of 1.3x 2013 MediSoft revenues. Of the total cash consideration, approximately €4.1 million ($5.5 million), or a multiple of .9x 2013 MediSoft revenues, was paid to MediSoft shareholders for the business operations and approximately €1.7 million ($2.3 million) was paid to retire existing MediSoft indebtedness.

At December 31, 2013, MediSoft had tangible assets of approximately €4.3 million ($5.9 million), which included independently-valued land, building and fixed assets of approximately €2.0 million ($2.7 million). MediSoft's manufacturing facility and administrative office is approximately 38,000 square feet, was originally built in 2005 and was expanded in 2010. The remaining tangible assets of €2.3 million ($3.2 million) were comprised of cash, accounts recei
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SOURCE MGC Diagnostics Corporation
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