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Exhibit 99.1
FOR IMMEDIATE RELEASE
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Investor contact: Karen Engebretson
Chief Financial Officer
952.974.7000
[email protected]
Media contact: Gary Hornseth
Hornseth Communications for FieldWorks, Inc.
651.699.0759
[email protected]
FieldWorks Announces Agreement with Kontron Embedded Computers;
Agreement Will Provide Capital Infusion of $2.5 Million and option for Kontron
to acquire majority in Fieldworks shares
EDEN PRAIRIE, Minn., USA (June 20, 2000) - FieldWorks Inc. (NasdaqSC: FWRX), a
leading provider of mobile embedded computers, today announced the signing of an
agreement for a $2.5 million loan from Kontron Embedded Computers, an embedded
computer manufacturer headquartered in Munich, Germany.
Kontron will provide $2.5 million for continuing operations in exchange for a
subordinated note, and warrants to purchase 1.25 million shares of FieldWorks
common stock at $1. The note will bear interest at 11% per annum and mature in
September 2001. It is anticipated that the closing of this transaction will
occur later this month.
As part of the agreement, FieldWorks will grant an option to Kontron to purchase
7.75 million shares of FieldWorks common stock at a total purchase price of
$7.75 million through August 15, 2000. In addition, Kontron and Industrial-Works
Holding Co., LLC, (Glenmount) have entered into an agreement which would allow
Glenmount to sell to Kontron a portion of their holdings of FieldWorks
convertible preferred stock (convertible into three million shares of FieldWorks
common stock) in exchange for 60,000 shares of Kontron stock. If Kontron
exercises its option, FieldWorks will seek shareholder approval of the issuance
of common stock to Kontron and the sale of Glenmount's shares to Kontron prior
to the closing of these transactions.
Following the closing of these transactions, Kontron would own a controlling
interest in FieldWorks owning 12 million shares.
Assuming Kontron exercises its option, then subject to customary closing
conditions and shareholder approval, it is anticipated that the closing of these
equity transactions would occur in October 2000.
Dave Mell, FieldWorks president and CEO, stated "We are extremely optimistic
about the potential synergy of FieldWorks and Kontron and the benefits of this
partnership. Significant
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leverage can be obtained in product development and design, streamlining
existing product lines and in worldwide distribution of products. Additionally,
with Kontron's subsidiary Teknor being a charter member of Intel's Applied
Computing Platform Provider program, there is capability for leading edge
product development."
Hannes Niederhauser, president of Kontron added "FieldWorks brings tremendous
market opportunity in the United States where approximately 42% of the embedded
computer technology market exists. We expect great benefit from their
established customer base and sales distribution channels. Within the next 8
weeks we will participate in the development of a new business plan for
FieldWorks to identify improvements based on realizing the synergy effects
within the two companies - in the short term in sales, production and
procurement, and in the long term, also in research & development.
About FieldWorks:
FieldWorks Inc., founded in 1992, designs, manufactures and sells solutions
incorporating mobile embedded computers for transportation, public service,
military/government and heavy equipment industries worldwide. FieldWorks
provides a complete solution to customers that includes product customization,
integration and support services. FieldWorks products are designed and produced
in compliance with its formal quality system, which is certified to the
international ISO9001 quality standard. FieldWorks, listed on the Nasdaq Stock
Exchange New York since 1997, employs approximatly 80 employees.
FieldWorks' Headquarters:
7631 Anagram Drive, Eden Prairie, MN 55344
Internet Address: www.field-works.com;
Telephone: (612) 974-7000
Fax: (612) 974-7199
1-888-FIELDWORKS (343-5396)
About Kontron:
As a leading embedded computer manufacturer, Kontron supplies OEMs, systems
integrators and sophisticated end-users with high quality embedded computer
systems, board-level products, MECs and integrated software solutions. Kontron
operates wholly owned subsidiaries across Europe with regional offices in the
USA, Canada, and Asia-Pacific. Teknor, a leading supplier of embedded computing
solutions serves as the group's North American operations and maintains its head
office in Montreal, Canada. Teknor offers dedicated, high performance systems
solutions, single board computers, portable computers, integrated software
support and custom engineered solutions across various industry-standard
platforms: CompactPCI, PCI/ISA and PICMG.
As a charter member of Intel's Applied Computing Platform Provider (ACPP)
program, Kontron is firmly positioned to provide its customers with a continuous
strategic technological advantage over their competitors. Kontron employs
approx. 400 employees. In the first quarter of 2000 Kontron achieved record
revenue of 20.2 m. Euro and profit of 2.25 m. Euro. Kontron has been listed on
the Neuer Stock Market in Germany since April, 2000.
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Forward-looking statements in this news release, if any, are made under the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.
Certain important factors could cause results to differ materially from those
anticipated by the statements, including the impact of changing economic or
business conditions, the impact of competition, the availability of financing,
the success of products in the marketplace, other risk factors inherent in the
computer industry and other factors discussed from time to time in reports filed
by the Company with the Securities and Exchange Commission.
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