CORAL SPRINGS, FL / ACCESSWIRE / December 10, 2014 / Information Systems Associates (OTC Markets: IOSA) or ("ISA") has entered into a non-binding letter of intent to merge with Duos Technologies, Inc. ("DUOS"), a privately held advanced intelligent technologies company headquartered in Jacksonville Florida. The merger will be structured as a reverse triangular merger. Each company's Board of Directors has unanimously approved the letter of intent.
Information Systems Associates has proposed to exchange all of DUOS' outstanding capital stock for common stock of Information Systems Associates. After the merger, DUOS shareholders will own 96% of Information Systems Associates on a fully diluted basis. Additionally, Information Systems Associates will need to enact a reverse stock split to facilitate the merger. Closing, which is intended to occur by January 31, 2015, will be subject to satisfactory due diligence by the parties and the entry into a definitive merger agreement. At closing, DUOS' management will assume management of ISA.
The combined Company anticipates executing on its strategy involving significant growth in revenue and long-term profitability. This strategy includes continued R&D investment, new initiatives in sales and marketing, as well as strategic acquisitions. The plan involves growing ISA's current professional services and software business based on management's evaluation of the best return on investment.
ISA's executive management strongly endorse the planned merger, "for the past three years, we have been searching for ways to grow our business, both organically and through potential mergers and acquisitions," said Joe Coschera, ISA's CEO. "During this process we have evaluated and considered many alternatives. We concluded that in order to expand our capabilities we needed to find a partner with a broad technology footprint that could enable us to achieve proper scale and execute on our aggressive growth strategy. I believe that DUOS Technologies under the leadership of Gianni Arcaini and team is the right merger partner for us."
Adrian Goldfarb, ISA's President and CFO reiterated that ISA's strategic search process chiefly targeted innovative technology companies to either partner with or invest in. "I am very pleased and firmly believe that the proposed transaction will be beneficial to both companies' shareholders."
Gianni Arcaini, DUOS' founder and CEO stated, "We believe the union of our two enterprises will lay the foundation for an aggressive growth strategy. The combination of organic growth with our planned M&A strategy will drive shareholder value, as it will allow us to properly scale our combined entity. We are confident that the transition of DUOS to a publicly traded platform will enhance our ability to secure growth capital and to fund the delivery infrastructure for our innovative technologies."
About Information Systems Associates, Inc.
Information Systems Associates, Inc. (OTC Markets: IOSA) based in Coral Springs, FL, is an established IT, professional services and consulting company engaged through partners to provide services for information technology projects. Established in 1994, it prides itself on a reputation of expert independent advice and project execution. Its most recent development includes a new SaaS based IT Asset Management system under the TrueVue 360 brand.
About Duos Technologies, Inc.
DUOS is an established cutting-edge technology company with a strong portfolio of intellectual property. DUOS' core competencies include advanced intelligent technologies that are delivered through its proprietary integrated enterprise command and control platform. DUOS currently offers solutions to the government, healthcare, transportation, utilities and commercial/industrial sectors.
Forward Looking Statements
This press release contains forward-looking statements including statements regarding the closing of the merger and the benefits to be obtained from it and future revenues and profits. The words "believe", "may", "estimate", "continue", "anticipate", "intend", "should", "plan", "could", "target", "potential", "is likely", "will", "expect", and similar expressions, as they relate to us, are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Important factors that could cause actual results to differ from those in the forward-looking statements include contractual issues that prevent the closing of the merger, issues arising during due diligence, and issues relating to the integration of the companies. Additionally, Duos' plans for the merged entity could be impacted by unanticipated delays in execution for regulatory, contractual or operational reasons. Further information on our risk factors is contained in our filings with the SEC, including the Form 10-K for the year ended December 31, 2013. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
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SOURCE: Information Systems Associates
Released December 10, 2014