Hexagon Enters into a Memorandum of Understanding with Topcon Related to Veripos

  Hexagon Enters into a Memorandum of Understanding with Topcon Related to

Business Wire

NACKA STRAND, Sweden -- January 23, 2014

Regulatory News:

Hexagon AB (“Hexagon”)(STO:HEXAB) and Topcon Europe B.V. and Topcon
Corporation respectively (“Topcon”) have today entered into a memorandum of
understanding (the “MoU”) related to Veripos Inc. (“Veripos”). Hexagon
Acquisition Ltd., an indirectly wholly owned subsidiary of Hexagon, has made
an unconditional cash offer for all outstanding shares in Veripos not already
owned by Hexagon Acquisition Ltd. The acceptance period for the unconditional
cash offer expires on 29 January 2014, subject to further extensions but
however not beyond 7 February 2014. Hexagon Acquisition Ltd. owns, and has as
per today received acceptances and pre-acceptances for a total of 9,980,630
shares, representing 30.1 per cent of the outstanding shares in Veripos.

Under the MoU and subject to Hexagon obtaining sufficient ownership and board
representation in Veripos, Hexagon shall, procure to establish a customer
agreement between Topcon and Veripos on standard commercial terms (the
“TerraStar Agreement”), under which Topcon will act as a reseller of the
satellite broadcast correction signal offered by Veripos (the “Signal”). The
TerraStar Agreement between Veripos and Topcon is, if entered into, intended
to be an agreement with TerraStar GNSS Ltd. (“TerraStar”), a wholly-owned
subsidiary of Veripos and the contractual partner for all resellers and
customers of the on-shore services including the Signal. The TerraStar
Agreement shall be on an arm’s length basis and pursuant to standard
commercial terms. Under the TerraStar Agreement, Topcon will be entitled to
offer the Signal to its customers and to make its products compatible with the

Further under the MoU, Hexagon and Topcon will establish a separate joint
venture company on an equal partner basis for the purposes of pursuing joint
efforts and cooperation in relation to the future development and direction of
the services provided under the TerraStar Agreement. Topcon has under the MoU
committed to not independently or jointly with other group companies or third
parties make a public offer for or otherwise acquire shares in Veripos.

Hexagon (NASDAQ OMX Stockholm: HEXA B) is a leading global provider of design,
measurement and visualisation technologies. Our customers can design, measure
and position objects, and process and present data, to stay one step ahead of
a changing world. Hexagon’s solutions increase productivity, enhance quality
and allow for faster, better operational decisions, saving time, money and
resources. Hexagon has more than 14,000 employees in over 40 countries and net
sales of about 2,400 MEUR. Our products are used in a broad range of
industries including surveying, power and energy, aerospace and defence,
construction, safety and security, automotive and manufacturing. Learn more at

This information was brought to you by Cision http://news.cision.com


Hexagon AB
Mattias Stenberg, Chief Strategy Officer
+46 8 601 26 27
Kristin Christensen, Vice President
Corporate Communications
+1 404 554 0972
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