Hemisphere GPS Acquires AgJunction

Pursuant to the acquisition, Hemisphere GPS will purchase the AgJunction assets and operations for consideration at closing of U.S. $2.0 million in cash and 5,447,410 common shares of Hemisphere GPS. As additional purchase consideration, Hemisphere GPS will pay cash earn-out payments to a maximum of U.S. $0.5M and 2,723,705 common shares upon the achievement of revenue growth targets for each of the 2012 and 2013 fiscal years. The transaction is projected to add approximately $4.5M incrementally to Hemisphere GPS' 2012 revenues, approximately $2.5M to cashflow from operations, and be accretive to the net earnings of Hemisphere GPS for 2012 and future years. The deal is anticipated to close before February 2012, subject to certain closing conditions, including the approval of the Toronto Stock Exchange.

AgJunction's branding and availability will remain intact as Hemisphere GPS' cloud computing division. As part of the acquisition, Mark Anderson, President and owner of GVM, will join the Hemisphere GPS Board of Directors and GVM's dealer locations will become part of Hemisphere GPS' Outback Guidance dealer network.

"Hemisphere GPS and their precision farming solutions make them a perfect complement to our AgJunction division," says Mark Anderson. "Combining the companies will contribute to strong growth in AgJunction data management services and facilitate newly integrated solutions that will enhance the value of precision agriculture solutions. Growers and their service providers are realizing that the greatest value from precision agriculture techniques can only be unlocked through the proper management of the location based agricultural data."

AgJunction has 10 employees and patent-pending technology that collectively manages over 16 million acres at 22,000 farms in the United States and Canada.