Nexus and BVR Technologies Announce the Closing of a Private Placement Led by Soros Funds

Business Wire, Jan 11, 2000

Business Editors

GIVATAYIM, Israel--(BUSINESS WIRE)--Jan. 11, 2000

NEXUS TELOCATION SYSTEMS LTD. (NASDAQ: NXUSF) and BVR TECHNOLOGIES LTD. (NASDAQ: BVRT) today announce that on January 10, 2000, Nexus closed on a $15 million first trench of a total $25 million private placement in the Nexus group by a consortium of investors led by funds managed by Soros Fund Management LLC (the Soros Funds).

Of the $25 million, Soros Funds will invest a total of $15 million and $10 million will be provided by a consortium of US and Israel entities, including the Bassini Playfair group, Hapoalim Electronic Communications, Clal, Gladcove International Ltd. and SFK group's entities, with BVR Technologies investing $2.25M as part of the consortium. Nexus has been a 36% owned affiliate of BVR Technologies prior to the private placement.

The financing agreement provides that the Investors will invest directly in Nexus an aggregate amount of $21.5 million, and be issued 8,600,000 Ordinary Shares of Nexus at a per share price of $2.50. In addition, the Investors will acquire warrants exercisable into ordinary shares in a wholly owned subsidiary of Nexus dedicated to the Automated Meter Reading (AMR) field, for a purchase price of $3.375 million. The warrants have an aggregate exercise price of $10 million and are based on a fixed pre-money valuation of such AMR subsidiary of $80 million.

Closing of the transaction is divided into two parts. At the first closing, which took place yesterday, the Nexus group received 60% of the overall funds (i.e., $15 million). The remaining $10 million will be funded at the second closing, which is contemplated, subject to customary conditions, to take place after the General Meeting of Nexus' shareholders, to be held within 60 days of the first closing. Upon completion of the second closing, the principal shareholders of Nexus and their approximate ownership percentages will be as follows: BVR Technologies - 25%, Soros Funds - 23%, Clal group - 10%, Hapoalim Electronic Communications - 4% and the Bassini Playfair group - 3%.

Nexus will use the proceeds of the private placement to make a substantial investment in Global Wireless Holdings Inc., its principal global marketing partner; to support the development and initial deployment of its general Automated Meter Reading activities in the United States; to further support the Total Wireless Security Solutions and for general corporate purposes.

Yaron Sheinman, chairman and CEO of Nexus, commented: "The investment by such respected global investors is most gratifying. These funds will be used to support and accelerate the growth of Nexus' main lines of business, Total Wireless Security Solutions, which include automatic vehicle location (AVL), automatic personal location (APL), and two way messaging systems; and, in parallel, to further develop its Automated Meter Reading (AMR) activities."

In addition, BVR Technologies announces that on the opening of trading on Jan. 11, 2000, the NASDAQ symbol of BVRTF will change to BVRT.

BVR Technologies Ltd. is an industrial holding company that operates through its affiliates in several fields: wireless communication through Nexus Telocation Systems Ltd.; virtual reality systems for live broadcasting through RT-SET - Real Time Synthesized Entertainment Technology Ltd. (NEUER MARKT:RTZ) a 28% owned affiliate; Internet access via cable networks through Net-Game Ltd., a 41% owned affiliate; and programmable Packet-Flow processing silicon devices for smart networking appliances through BrightCom Technologies Ltd., a 40% owned affiliate.

This press release contains forward-looking statements with respect to the business, financial condition and results of operations of Nexus, BVR Technologies and its affiliates. These forward-looking statements are based on the current expectations of the respective management of Nexus and BVR Technologies only, and are subject to risk and uncertainties, changes in technology and market requirements, decline in demand for the Company's affiliates' products, inability to timely develop and introduce new technologies, products and applications, loss of market share and pressure on pricing resulting from competition, which could cause the actual results or performance of the Company to differ materially from those contemplated in such forward-looking statements.

Nexus and BVR Technologies undertake no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. For a more detailed description of the risk and uncertainties affecting the company, reference is made to the companies reports filed from time to time with the Securities and Exchange Commission.