[NTIACNews]NDE Consolidation link fix

Chris Coughlin ccoughlin@ntiac.com
Thu, 27 Feb 2003 13:11:02 -0600


Hello All;

Looks like the link I posted for InVision's press release wrapped over two
lines.  To read it online you can copy and paste both halves into your
browser; I've also included the text of the press release below.  Special
thanks to Tim Kinsella for alerting me to the problem.

Chris
--
Chris Coughlin / NTIAC
415 Crystal Creek Drive / Austin TX 78746
ccoughlin@ntiac.com / http://www.ntiac.com

( BW)(CA-INVISION/YXLON)(INVN) InVision Technologies Signs Definitive
Agreement to Acquire YXLON International; German Company a Leader in X-Ray
Diffraction and Non-Destructive Testing

    Business Editors

    NEWARK, Calif.--(BUSINESS WIRE)--Feb. 27, 2003--

Diffraction Technology with EDS Can Dramatically Reduce False Alarms

    InVision Technologies, Inc. (Nasdaq:INVN) today announced that it has
entered into a definitive agreement to acquire YXLON International Holding
GmbH for 38.6 million Euros. The acquisition significantly furthers a core
component of InVision's strategy -- to strengthen the company's global
leadership position in certified explosive detection systems (EDS) with
continued performance advancements. The acquisition also diversifies
InVision's revenues through YXLON's leading position in the market for
industrial non-destructive testing (NDT) and security-related x-ray
components.
    The transaction will be funded with cash, and is expected to close by
the end of March 2003. InVision will make an additional payment of 10
million Euros if YXLON's XES 3000 or XES 3500 x-ray diffraction product is
certified for explosives detection by the Transportation Security
Administration by December 31, 2003. The XES 3000 system has recently been
submitted for certification testing. A number of XES 3000 systems are
operated by German airport authorities, the Israel Airport Authority, and by
the Federal Aviation Administration Technical Center for testing purposes.
    "We believe the acquisition of YXLON will strengthen InVision's position
as the leader in the multi-billion dollar global EDS market for aviation
security," said Sergio Magistri, Ph.D., InVision's President and Chief
Executive Officer. "YXLON's diffraction technology is highly complementary
to InVision's computed tomography technology and we expect that the
combination will result in a superior EDS product. InVision will also look
to leverage YXLON's core competencies in x-ray technology into new products
for check point and cargo screening."
    Dr. Magistri added, "We see some attractive synergies with YXLON's x-ray
based NDT business. Both NDT and our EDS products rely heavily on x-ray
technology, sophisticated image processing and automated detection of
defects, anomalies and threats. Furthermore, YXLON has developed expertise
in the development of 450 kilovolt x-ray components that are critical to
cargo screening systems, which represents InVision's entry into this growth
area of security," he said.
    "We are focused on growing our business, both organically and through
acquisitions, and will continue to look for opportunities that meet our
strategic goals," continued Dr. Magistri. "Our strategic focus is
three-fold: first, strengthening our core EDS business, as we have done with
the anticipated acquisition of YXLON; second, expanding our product base
into cargo, people and parcel screening; and third, leveraging our aviation
security expertise and reputation into the broader homeland security
industry."
    Joseph Kosanetzky, Ph.D., YXLON's Chief Executive Officer, said, "We are
very pleased to partner with the technology leaders at InVision. Together,
we are committed to providing solutions that increase security for the
traveling public worldwide. InVision's experience in commercializing
sophisticated technologies creates an ideal synergy with YXLON. My
colleagues and I look forward to working with the team at InVision to
leverage the substantial combined knowledge base."
    YXLON International is a privately held company based in Hamburg,
Germany, with operating units in the United States, Denmark and Japan. The
acquisition will further expand InVision's presence in Europe and provide
entry into the German aviation security market. YXLON generated revenues of
$57.5 million for the year ended September 30, 2002. YXLON has developed
x-ray based diffraction for explosive detection over the past decade and is
a leading supplier of x-ray based NDT equipment, with a presence in more
than sixty countries including the United States. InVision expects the
transaction to be slightly dilutive to earnings in 2003, and accretive in
2004. Further financial details and expectations related to the combined
businesses will be provided after the transaction is completed.
    InVision anticipates that the transaction will provide many benefits,
including:

-- Diffraction combined with deployed EDS systems will lower the alarm rate
of current EDS equipment to the low single-digit rate. This will be achieved
with retrofittable and stand-alone diffraction units;
-- Diffraction significantly reduces EDS operating cost by reducing the
manual resolution of alarms;
-- Increased security performance of installed EDS systems will result from
decreased reliance on human interpretation of data;
-- Diversifies revenues through YXLON's leading position in the market for
industrial NDT and security-related x-ray components;
-- YXLON provides InVision with access to the German market and access to a
European infrastructure;
-- InVision benefits from YXLON's business manufacturing conventional x-ray
components for existing EDS equipment; and
-- YXLON's on-going business providing higher energy x-ray components and
technology for cargo screening represents InVision's entry into this arena.

    About InVision

    InVision Technologies develops, manufactures, markets and supports
explosives detection systems based on advanced computed tomography
technology for civil aviation security. InVision's wholly owned subsidiary
Quantum Magnetics develops weapons, narcotics, explosives and other
detection systems based on quadrupole resonance and other proprietary
magnetic sensing technologies. InVision's wholly owned subsidiary Inovec
develops, manufactures, markets and supports scanning, optimization and
control systems for the forest products industry. Additional information
about InVision can be obtained on the company's web site at
http://www.invision-tech.com.

    About YXLON International

    YXLON International is a privately held company based in Hamburg,
Germany. YXLON has developed x-ray based diffraction for explosive detection
over the past decade. The company develops, manufactures, markets and
supports automated x-ray based NDT systems for a wide range of industrial
applications, with a presence in more than sixty countries including the
United States. YXLON's x-ray diffraction technology utilizes an
energy-dispersive diffraction technique to precisely identify the chemical
composition of a wide range of explosive substances, even in very small
quantities. The technology can be used on its own in a freestanding system
or as part of a multi-level screening concept. YXLON's systems are known for
rigorous detection with very low false-alarm rates.
    This press release includes forward-looking statements about future
financial results and other events that have not yet occurred, including
predictions about the company's proposed acquisition of YXLON International
Holding GmbH and the potential impact of such acquisition on the company's
expected results for fiscal 2003 and 2004. Statements with words like
"expect," "anticipate" or "believe," and statements in the future tense, are
forward-looking statements. Actual results may differ materially from the
company's expressed expectations because of risks and uncertainties about
the future. The company will not update the information in this press
release if any forward-looking statement later turns out to be inaccurate.
Risks and uncertainties that may affect future results and performance
include, but are not limited to, those described below. More details about
these and other risks are included in the company's fiscal 2001 Form 10-K
and other SEC filings.
    Risks and uncertainties affecting the proposed acquisition of YXLON
include the following:

    -- The closing of the transaction is subject to standard closing
    conditions;

    -- Integration of YXLON subjects InVision to risks and
    uncertainties associated with retaining and compensating the
    YXLON personnel;

    -- Integrating YXLON and InVision will create challenges for
    InVision's operational, financial and management information
    systems; and

    -- The acquisition, if completed, could have a negative impact on
    InVision's operating results if the integration poses greater
    than anticipated challenges and risks.

    Note to Editors: CTX, CTX 2500, CTX 5500 DS, CTX 9000 DSi, and QRCTX are
trademarks of InVision Technologies, Inc. XES 3000 and XES 3500 are
trademarks of YXLON International Holding GmbH.

    --30--GM/sf*

    CONTACT: InVision Technologies, Inc.
             Jordan Goldstein, 510/739-2448
                 OR
             Brunswick Group
             U.S., 212/333-3810
             Germany, +49-69-24-00-55-10
                 OR
             Coltrin & Associates
             212/221-1616

    KEYWORD: CALIFORNIA GERMANY INTERNATIONAL EUROPE
    INDUSTRY KEYWORD: HARDWARE LEGAL/LAW GOVERNMENT AEROSPACE/DEFENSE
MERGERS/ACQ
    SOURCE: InVision Technologies, Inc.