MIRA INFORM REPORT

 

 

Report Date :

03.07.2008

 

IDENTIFICATION DETAILS

 

Name :

COMSYS COMMUNICATION  & SIGNAL PROCESSING LTD.

 

 

Registered Office :

P.O. Box 12675, Herzliya, 9 Hamenofim Street, Herzliya Pituach Industrial Zone, Herzlia 46725

 

 

Country :

Israel

 

 

Date of Incorporation :

04.09.1994.

 

 

Legal Form :

Private Limited Company

 

 

Line of Business :

Developers, manufacturers, exporters and marketers of digital baseband processors for the wireless telecommunications area, offering wireless IP baseband solutions for 2.5G, 3G and 4G wireless communications, focusing Cellular/Mobile WiMAX convergence.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

Status :

Good

 

 

Payment Behaviour :

No Complaints

 

 

Litigation :

Clear

 

 

 

 

 

name & address

 

COMSYS COMMUNICATION

& SIGNAL PROCESSING LTD.

(Also known as: COMSYS MOBILE)

Telephone           972 9 971 78 88

Fax                    972 9 971 18 87

P.O. Box 12675, Herzliya

9 Hamenofim Street

Herzliya Pituach Industrial Zone

HERZLIA 46725   ISRAEL

 

 

HISTORY

 

A private limited company, incorporated as per file No. 51-202036-3 on the 04.09.1994.

 

In 1997, while headed by Dr. Giora Yaron (still involved in subject –see below), subject sold for several tens of US$ millions its PC wireline software-based modems Division to the American communications giant ROCKWELL (later a spin-off took place and CONEXANT SYSTEMS, a current investor in subject, emerged).

 

 

SHARE CAPITAL

 

Authorized share capital NIS 422,000.00, divided into –

            20,000,000 ordinary shares,

            3,500,000 ordinary "A" shares,

            4,000,000 senior "A" shares,

            600,000 senior "A 1" shares,

            3,000,000 senior "A 2" shares,

            4,900,000 senior "A 1 B" shares,

            2,600,000 senior "B" shares,

            3,600,000 senior "C" shares, all of NIS 0.01 each,

of which shares amounting to NIS 174,882.41 were issued.

 

 

SHAREHOLDERS

 

Subject is owned by corporate, individuals and venture capital funds, including:

1.    PITANGO VENTURES CAPITAL LP (Fund II), a local venture capital fund,

2     GENESIS PARTNERS, a local venture capital fund,

3.    KOOR VENTURES CAPITAL FUND, a local venture capital fund of the KOOR INDUSTRIES Group (part of the I.D.B. Concern, controlled by Nochi Dankner),

4.    MICRO-DENT LTD., a local venture capital firm controlled by Eitan Wertheimer, part of the ISCAR Group,

5.    RAMATON HOLDINGS LTD.,

6.    SHREM FUDIM GROUP LTD., a local investment firm, a public limited company, whose shares are traded on the Tel Aviv Stock Exchange, controlled by Itzhak Shrem and Yair Fudim,

7.    CONEXANT SYSTEMS INC., of the U.S.A., a public limited company, whose shares are traded on the Nasdaq Stock Exchange,

8.    A.Z.A.D. HOLLAND LTD., a foreign company,

9.    Eliyahu Hai Plotnik,

10.   Dr. Giora Yaron,

11.   Jean Klinhendler,

12.   Ms. Ofra Meir,

13.   Ofir Vardi,

14.   Amir Gavrieli.

 

We are informed that the first 4 shareholding firms are the main shareholders.

 

 

DIRECTORS

 

1.  Rami Kalish, Chairman (of the PITANGO VC),

2.  Elkana Ben-Sinai, General Manager,

3.  Eliyahu Hai Plotnik, one of subject's founders,

4.  Dr. Giora Yaron,

5.  Ronni Cohen, one of subject's founders,

6.  Dan Goldman (of MICRO-DENT).

 

 

BUSINESS

 

Developers, manufacturers, exporters and marketers of digital baseband processors for the wireless telecommunications area, offering wireless IP baseband solutions for 2.5G, 3G and 4G wireless communications, focusing Cellular/Mobile WiMAX convergence.

 

Subject also offers advanced baseband IP solutions designed for efficient integration into any type of cellular handset, chip, or base-station system.

100% of sales are for export.

 

Designing activities are in Israel, while manufacturing is carried out abroad.

 

Among customers are international wireless chip, handset and base-station equipment manufacturers, such as TEXAS INSTRUMENTS (U.SA.), QUANTA COMPUTERS (Taiwan), DATANG MICROELECTRONICS (China)

 

Operating from rented premises (offices and development facilities), on an area of 1,800 sq. meters, in 9 Hamenofim Street, Herzliya Pituach Industrial Zone, Herzliya.

 

Having 90 employees.

 

 

MEANS

 

Subject holds no stocks.

 

Up to 2001, according to reports, subject raised capital from its VC Funds investors in sum of US$ 17 million.

 

Subject is entitled for financial assistance from the Chief Scientist Office (CSO) at the Ministry of Industry & Trade. In April 2008, the CSO approved a R&D project for subject in budget of NIS 18 million, of which NIS 7.2 million is a State grant.

 

In March 2006, it was reported that subject plans to raise US$ 6 -12 million in return for its shares. The data was exposed in the framework of a legal procedure handled in the Tel Aviv District Court regarding shares allocations. It was also reported that its assets as of 2005 summed up to US$ 4 million and total liabilities were US$ 3.5 million.

 

There are 3 charges for unlimited amounts registered on the company's assets, in favor of Mercantile Discount Bank Ltd. (for financial assets), a leasing company (for computer equipment) and MICRO-DENT LTD (a current shareholder).

 

ANNUAL SALES

2005 sales reported to be US$ 9,000,000, all for export.

2006 sales reported to be US$ 9,000,000, all for export.

2007 sales reported to be US$ 26,000,000, all for export.

We are informed that 2007 sales were much higher thanks to a one-time major deal.

2008 figures still not available, however subject's CFO informed us that sales are expected to return to the normal scales of the previous years.

 

 

OTHER COMPANIES

 

PITANGO VENTURE CAPITAL, a local venture capital fund, which has holdings and invests in numerous start ups and hi-tech companies in the IT, electronics and life science industries at different stages.

 

GENESIS PARTNERS, established in 1996, an Israeli venture capital firm focused on early stage companies in the information and communication technology (ICT) sectors. Manages over US$500 million in capital commitments across three funds, and has made over 70 investments with 21 successful exits.

MICRODENT LTD., a local venture capital firm led by Eitan Wertheimer, president of ISCAR Group, invests in high-tech companies.

 

KOOR INDUSTRIES LTD., parent company of the KOOR VC Fund, investment and holdings, current market value US$ 1,044 million.

 

 

BANKERS

 

Mizrahi Tefahot Bank Ltd., El Al House Branch (No. 407), Tel Aviv.

 

 

CHARACTER AND REPUTATION

 

Nothing unfavorable learned.

 

In May 2007, subject "ComMAX" processor has been awarded the title of 'Best WIMAX Product or Service' at Wireless Broadband Innovation Awards ceremony in London.

 

Subject's shareholding venture capital funds PITANGO and GENESIS, are leading funds in the local market.

PITNGO VENTURE CAPITAL FUND is Israel's largest venture capital fund, manages funds in excess of US$ 1 billion. PITANGO's various funds have invested in more than 110 high-tech ventures and have a proven track record for building successful businesses. Twenty of their portfolio companies have been acquired or are publicly traded in the United States and Europe.

 

Both KOOR Group and SHREM FUDIM Group are well known holdings and investment firms, both public limited companies, whose shares are traded on the Tel Aviv Stock Exchange.

KOOR is a subsidiary of the IDB concern, one of the largest and most influential groups in Israel.

 

                                                                                                                           

 

The ISCAR Group is a world's leading manufacturer in the cutting tools field.

In July 2006, BERKSHIRE HATHAWAY, the American investment company headed by investments guru Warren Buffett, completed the acquisition of 80% of ISCAR, for a sum of US$ 4 billion.

 

Subject's director Dr. Giora Yaron, has a vast experience in hi-tech start-ups industry and in which he also been investing. He also has seen hefty rewards when companies he was involved in were sold: PENTCOM and P-CUBE, both were sold to CISCO for US$ 118 million and US$ 200 million respectively.

Dr. Yaron, as the chairmen of MERCURY INTERACTIVE, has led this software company to be sold to HP in July 2006 HP and of Israel (IT management software and services company) announced a deal according to which will acquire MERCURY in consideration of US$ 4.5 billion in cash.

 

According to the Israel Association of Electronics & Software, 2006 sales of the IT and electronics industries amounted to US$ 18.7 billion, of which US$16 billion were for export, which is half of Israel's industrial export.

In comparison, 2005 sales were US$16.6 billion (a 6% increase from 2004), whereas exports in 2005 were US 14.2 billion (a 6% increase from 2004).

 

The division of sales whithin the branches is approximately as follows: circa 24% Software, 23% Communications and Telecom (inclusive military), around 18% Industrial Equipment, over 13% Defense Systems, over 13% Components and close to 9% Medical Systems.

There are some 60,000 employees serving in the IT and Electronics sectors directly.

 

 

SUMMARY

 

Good for trade engagements.

Maximum unsecured credit recommended US$ 500,000.

 

 

NOTE

 

Subject has no relation to the address you provided in 32 Ben Yehuda Street, Tel Aviv. The telephone number provided (972-2-6201485) is disconnected.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.43.30

UK Pound

1

Rs.86.13

Euro

1

Rs.68.72

 

 

RATING EXPLANATIONS

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

NR

In view of the lack of information, we have no basis upon which to recommend credit dealings

No Rating

 

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 

 

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions