Texada Software Inc.

Texada Software Inc.

August 30, 2011 17:20 ET

Texada Software Inc. Announces Closing of Significant Acquisition and Initial Closing of Private Placement

GUELPH, ONTARIO--(Marketwire - Aug. 30, 2011) -


Texada Software Inc. (TSX VENTURE:TXS) (the "Company") is pleased to announce that further to its press release dated August 2, 2011, the Company's wholly-owned U.S. subsidiary (the "Subsidiary") has closed the acquisition of the operating assets of Rolls Scaffold & Equipment Inc., dba Rolls High Reach, Inc. ("Rolls"), a Southern California-based four location, 50 employee aerial equipment rental business, which was established in 1958 (the "SoCal Acquisition").

The SoCal Acquisition was accomplished through two separate transactions, namely: (a) the acquisition of certain rental fleet and other operating business assets (excluding scaffolding assets and certain other assets which will be retained by Rolls) from Rolls for cash and assumed liabilities totaling approximately US $1.1 million; and (b) the acquisition of rental fleet from an existing lender. The lender provided term financing of approximately US$9.6 million (the "Lender Financing") in conjunction with this acquisition, repayable over a 48 month period and carrying an interest rate of 7.0% per annum. The Lender Financing was secured by a first security interest over all of the assets of the Subsidiary. The Company will act as the guarantor for the Lender Financing. The lender will also provide additional rental fleet financing of up to US $3.4 million post-closing, to assist the Company in the expansion of its rental fleet. The combination of (a) and (b) result in total consideration for the SoCal Acquisition by the Company of approximately US $10.7 million.

The vertical integration of the Company's operations into the rental equipment business is not without risk. These risks include, but are not limited to, the considerable financial leverage and annual debt repayment requirements relative to anticipated cash flows, the execution of an operational turnaround for the acquisition, the effect on operations as a result of any reaction of the Company's rental industry competitors to its expansion into the rental equipment sector, the reaction of the Company's existing equipment rental customers for its asset management software, the ability to retain the Roll's current customers and attract new customers and the availability of additional capital to grow the rental business beyond the platform of the acquisition. There can be no assurances that sufficient capital will be available on acceptable terms and conditions, or at all.

Further information on the business can be found at the following website: www.rollsscaffold.com. The Company is not responsible for any information included at this website.

The Company also announced today that it completed the initial closing (the "Initial Closing"), of the previously announced non-brokered private placement (the "Private Placement"), of 37,500,000 common shares of the Company (the "Common Shares") at a price of $0.10 per share for gross proceeds of $3,750,000. The Company anticipates closing the remainder of the Private Placement of up to additional 2,500,000 Common Shares for gross proceeds of up to $250,000 in one or more tranches prior to September 16, 2011. The Company will close the subsequent tranches of the Private Placement of up to $250,000 regardless of the closing of the proposed acquisition of the operating assets of DixEquip Inc., as announced in the Company's press release dated August 2, 2011. The Common Shares issued in connection with the Initial Closing will be subject to a hold period of four months and one day from the date of distribution under applicable securities laws. The Private Placement is subject to receipt of final TSX Venture Exchange approval.

About Texada Software Inc. (TSX VENTURE:TXS)

Texada Software Inc., upon the completion of the acquisition of the operating assets of Rolls Scaffold & Equipment, Inc. ("Rolls High Reach"), operates in two complementary businesses, enterprise software and equipment rental.

Texada's enterprise software business continues as the premier provider of software solutions for equipment rental and mobile equipment. Texada's solutions are fully flexible and scalable to meet the unique needs of any sized operation and are backed by proven implementation, services and support. Texada's market-driven software products combine knowledge and best practices from over 5,000 users worldwide, resulting in solutions that manage the complete asset life-cycle from acquisition through to disposal. The enterprise software's customers enjoy the many benefits of this enhanced efficiency through better asset utilization, effective location tracking, and optimized scheduling.

The Company, through its wholly owned US equipment rental subsidiary, will conduct business as Rolls High Reach at four locations in Southern California with a wide range of over 1,000 aerial fleet units.

Texada can be reached at 1-800-361-1233 or 1-519-836-7073, or at www.texadasoftware.com.

This news release may contain forward-looking statements which reflect the Company's current expectations regarding future events. The forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan, "estimate", "expect", "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions. These forward-looking statements involve risk and uncertainties, including the difficulty in predicting acceptance of and demands for new products, the impact of the products and pricing strategies of competitors, delays in developing and launching new products, fluctuations in operating results and other risks, any of which could cause results, performance, or achievements to differ materially from the results discussed or implied in the forward-looking statements. Many risks are inherent in the industry; others are more specific to the Company. Ongoing public filings should be consulted for additional information on risks and uncertainties relating to these forward-looking statements. Investors should not place undue reliance on any forward-looking statements. Management assumes no obligation to update or alter any forward-looking statements whether as a result of new information, further events or otherwise.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information