What is the Trafficmaster announcement?

Trafficmaster has announced the acquisition of FMS including the refinancing of its debt facilities and an equity placing. FMS will operate as a wholly owned subsidiary of Trafficmaster, headquartered and operating independently in San Luis Obispo, CA and other office locations.

When is the acquisition effective?

All conditions to completion of the FMS acquisition have now been fulfilled and all documentation regarding the new banking facility have been completed and signed.

Who are Trafficmaster and Teletrac?

Trafficmaster and Teletrac are both focused on the same goal - integrated, intelligent driving services that reduce costs, improve efficiency and reduce carbon footprint.

Services use a common telematics technology platform, developed in-house to offer tailored solutions to our customers.

Teletrac offers fleet tracking, management and navigation under the Fleet Director brand across the US, serving over 6,000 fleets and in excess of 90,000 commercial vehicles. Fleet Director generates important savings in fuel use, vehicle emissions and fleet costs, by allowing precise control and real time understanding of vehicles on the road.

Trafficmaster has developed a suite of services in the UK, which includes Fleet Director and the award-winning Smartnav, an intelligent route finding service that uses satellite navigation and live traffic information to find best routes and guide drivers around congestion.

Trafficmaster also provides Trackstar stolen vehicle tracking, monitored 24 hours a day in our Control Centre. Stolen vehicles can automatically inform us and are then monitored remotely, with police informed of their whereabouts for fast and efficient recovery.

Trafficmaster was founded in 1988 and floated on the London Stock Exchange in 1994. Teletrac Inc is a wholly owned US subsidiary company.

Who is Fleet Management Solutions?

Fleet Management Solutions, Inc. (FMS) (www.fmsgps.com) combines GPS technology with two-way satellite communications, intelligent modems and its web-hosted application, Fleet Central, to deliver all-satellite, mobile fleet management and GPS tracking systems. Fleet Central allows users to manage the safety and security of their vehicles, employees and other mobile resources in areas outside of reliable mobile phone coverage. FMS solutions deliver measurable improvements in asset utilization, safety and security, and productivity with rapid ROI. FMS services customers in government, military, energy, construction, mining and logistics industries. FMS has product operating in more than 75 countries, providing solutions for use in rugged and remote environments.

Why is this an attractive business proposition for both companies?

The acquisition of FMS will enable Trafficmaster, and its US business Teletrac, to deliver fleet management and tracking services to customers who are operating in remote regions or harsh environments with poor communications. The combination of both companies’ product sets will allow customers with mixed fleets to manage their assets in a more complete and cost-effective manner.

It is common for large and global companies to have fleet applications that in some cases need the cost-effectiveness of GSM/GPRS-based GPS tracking and for other segments of the fleet require the total security and availability of satellite-based GPS tracking solutions for rugged, remote and time-sensitive requirements.

Both companies expect the transaction to deliver synergies, including access to the benefits of Trafficmaster’s sales resource, enlarged product development capability and existing back-office support infrastructure. Both Trafficmaster and FMS believe there are significant cross-selling opportunities, and that the acquisition will enable FMS to accelerate its growth and deliver on its potential. Trafficmaster expects that the acquisition will be earnings enhancing in 2010.

Is Trafficmaster competitive with FMS in any way?

No, Trafficmaster businesses are entirely complementary to FMS.

What is being announced by FMS and Teletrac?

On Tuesday, January 19, the two companies published a joint press release communicating the positive value of FMS joining the Trafficmaster family of companies. The complementary nature of the products should be beneficial to both client bases and markets, where large or multi-national companies have the need for both cellular and satellite based fleet tracking and management systems. See the press release for more details.

Does Trafficmaster plan to adjust how FMS does business?

Trafficmaster is a strong believer in the FMS brand and business model. Executive staff will stay on at FMS and business will be operated as usual. Some enhancements to FMS operations and products may occur in 2010 as a result of having access to and the benefit of Trafficmaster and Teletrac resources. FMS will continue to operate from its headquarters in San Luis Obispo, CA.

What does the transaction mean to FMS clients?

FMS clients will continue to enjoy all the benefits of FMS products and services. In addition, the resources of Trafficmaster and Teletrac will enhance the efforts and results of all teams and infrastructure behind the products. FMS operations of Fleet Central and the continued availability and support of FMS products will ensure that clients are not impacted and their investment with FMS is preserved. FMS clients will continue to use the same points of contact and communications methods as they have been using for sales and support.

Do Trafficmaster and FMS share any clients?

Client records have not yet been shared between the companies however, it is possible that divisions of larger corporations are FMS clients whereas other divisions may be Trafficmaster clients. There will be no negative impact on the client if this is the case and may over time make it easier for the client to do business with the combined companies.

Will this affect FMS channel partner relationships?

FMS values its distribution partners and Trafficmaster sees great value in the global channel that FMS has built. Channel partners will continue to be an important component of FMS product and service delivery.

Will this affect existing supplier and other vendor relationships?

FMS will make sure that on-going client requirements are addressed and vendor relationships will be an important factor in that plan. FMS will certainly look to improve and enhance products and availability by leveraging Trafficmaster relationships where applicable.

What impact is expected on FMS products?

FMS has plans for product enhancements in 2010 and as always will continue to improve products based directly on customer and market input. Trafficmaster resources and IP may help with the time to market of those capabilities and FMS is eager to exchange knowledge on its products to benefit the entire company.

How many employees is FMS and what is the size of Trafficmaster?

FMS currently has 26 employees and growing. Trafficmaster has approximately 500 employees worldwide, including the Teletrac group.

Who do I contact for more information?

FMS clients and partners may contact their salesperson or FMS corporate. Go to the FMS website homepage for links to releases, www.fmsgps.com.

Contact at FMS is Jeff Wade, jwade@fmsgps.com or +1-805-787-0508.

Contact at Teletrac, Inc. is Lisa Chiranky, lchiranky@teletrac.net or +1-817-323-1448

For further information on Trafficmaster, please visit www.trafficmaster.co.uk.