GSI Commerce to Acquire Innotrac Corporation

http://biz.yahoo.com/prnews/081006/ny37075.html?.v=1

Leading e-commerce and multichannel solutions provider, GSI Commerce Inc. (Nasdaq: GSIC - News), today announced it has signed a definitive agreement to acquire Innotrac Corporation (Nasdaq: INOC - News).

For the trailing 12 months ending June 30, 2008 Innotrac recorded net revenues of $128.2 million, income from operations of $4.5 million and non-GAAP income from operations of $9.1 million. Non-GAAP income from operations equals income from operations plus $0.2 million of stock-based compensation expenses and $4.4 million of depreciation and amortization expenses.

Under the definitive agreement, which has been approved by the boards of directors of both companies, GSI will acquire Innotrac for $52 million, consisting of cash of $22 million and shares of GSI common stock valued at $30 million, or 1,841,621 shares at $16.29 per share, the volume weighted average price over the 20 days prior to signing. As of June 30, 2008 Innotrac had net debt of $9.9 million, making the aggregate value of the transaction $61.9 million.