AMERI Holdings, Inc. Completes Acquisition of Bellsoft, Inc.

Bellsoft  Acquisition

AMERI Holdings, Inc. Completes Acquisition of Bellsoft, Inc.

Transaction Reinforces AMERI's Acquisition Strategy & Demonstrates Its Rapid Growth In The IT Services & Consulting Industry November 20, 2015: 12:17 PM ET

Transaction Highlights:

  • Acquisition price of approximately $5 million in cash and AMRH shares, plus the potential for a $1 million earn-out based on revenue and EBITDA performance in 2016 and 2017
  • Bellsoft revenues estimated to be $20 million on an annual basis with adjusted EBITDA margins in the range of 5-10%(1)
  • Bellsoft's client base includes multiple Fortune 100 companies and other blue-chip clients
  • Bellsoft will significantly expand AMERI's geographic presence in the southeastern U.S.
  • Bellsoft adds over 175 highly-trained consultants, bringing AMERI's total resources count to approximately 225
  • Aligns with AMERI's previously announced aggressive acquisition strategy
  • Transaction expected to be immediately accretive to AMERI's earnings and cash flow on an adjusted basis

Princeton, NJ, November 20, 2015 /PRNewsire/ – AMERI Holdings, Inc. (together with its affiliates, “Ameri100” or the “Company”) (OTC: AMRH), a technology-management solutions firm that provides digital transformation and enterprise solutions to clients globally, today announced the acquisition of Bellsoft, Inc. (“Bellsoft”), a Lawrenceville, Georgia-based global systems integrator specializing in providing Enterprise Resource Planning (ERP), CRM, business intelligence (BI) and other web-based solutions. The acquisition will significantly expand Ameri100’s service lines and geographic presence in the southeast U.S. market.

“This is a landmark day for Ameri100’s customers, partners, and employees across the globe,” commented Giri Devanur, Chief Executive Officer of Ameri100. Mr. Devanur further commented that, “Bellsoft is a well-established firm with 20 years of strategic consulting services to Fortune 100 clients.” The Company believes that with this acquisition it is well positioned to provide additional services in digital transformation and ERP solutions to all of its clients.

Paul Nathan, Executive Vice President of Bellsoft, added that, “Bellsoft and Ameri100 as a combined entity will experience accelerated growth due to a competitive cost structure and superior client offerings. We are excited to deliver world-class solutions to our clients across the United States and globally."

According to CIO Review magazine, Ameri100 has been identified as one of the “50 most promising IT services companies in the U.S.” With the acquisition of Bellsoft, Ameri100 further demonstrates its commitment to strengthening its capabilities in delivering IT services and products around the world. The acquisition serves as a critical boost to Ameri100’s client acquisition plans and allows the Company to integrate its offshore business model with Bellsoft’s US-based operations to create significant synergies.

Bellsoft has historically generated adjusted EBITDA margins in the 5-10% range, but Ameri100 plans to leverage its offshore expertise and seamlessly integrate its hybrid U.S.-based and India-based business model into Bellsoft’s operations in order to reduce costs and increase margins over time. Ameri100 believes that all synergies should be fully realized by the end of fiscal 2016.

Ameri100's Acquisition Strategy
Ameri100 has built a database of potential acquisition targets and is exploring multiple accretive acquisitions that will create value for Ameri100's shareholders. These targets typically have strong financial health and operating performance, but with operations and employees primarily based in the U.S. expected profit margins for these firms are in the 5-10% range. As Ameri100 makes acquisitions, its initial consolidated adjusted EBITDA margin could be lower than Ameri100's historical level of 15%, but margins are likely to be back up to Ameri100's historical level over time as operations of the acquired companies get fully integrated. Ameri100 continues to have a long-term business plan of reaching $100 million in annual revenues through a combination of organic growth and acquisitions.

About AMERI HOLDINGS, Inc.
Ameri100 was formed in November 2013 as a next generation technology management solutions firm. The Company has combined lean technology innovation and deep business process expertise to exceed client expectations, leveraging an extensive Lean Enterprise Architecture Partnership “LEAP” of over 4,500 technology experts worldwide.  The Company has assisted Global 2000 companies with architecture and technology solutions, enabling customers to transform businesses with the integration of seamless processes.  Ameri100 has continuously invested in innovative solutions such as the Langer Index and CDM which, we believe, have enhanced the competitive advantage of Ameri100’s clients.

Please visit www.Ameri100.com for further information including full biographies of our management team and Board of Directors.

About Bellsoft, Inc.
Bellsoft, Inc. is a technology consulting and systems integration company, specializing in implementing the complete suite of products by SAP and Oracle Inc., including JD Edwards. Bellsoft's current service offerings are in the areas of ERP, BI, and infrastructure and cloud technologies. Bellsoft is headquartered in Lawrenceville, Georgia with other locations in Dallas, Texas, Toronto, Canada and offshore centers in Chennai and Mumbai, India.

Forward-Looking Statements
Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements.  Forward-looking statements may include, without limitation, statements regarding (i) the plans and objectives of management for future operations, including plans or objectives relating to the development of commercially viable products, novel technologies, and modern applicable services, (ii) a projection of income (including income/loss), EBITDA, earnings (including earnings/loss) per share, capital expenditures, capital structure or other financial items, (iii) the Company’s future financial performance and (iv) the assumptions underlying or relating to any statement described above.  Such forward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances and may not be realized because they are based upon the Company’s current projections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties and other influences, many of which the Company has no control over.  Actual results and the timing of certain events and circumstances may differ materially from those described above as a result of these risks and uncertainties.  Factors that may influence or contribute to the inaccuracy of the EBITDA or cause actual results to differ materially from expected or desired results may include, without limitation, the Company’s inability to obtain adequate financing, the significant length of time associated with servicing, accounts receivable turnover, related insufficient cash flows, and resulting illiquidity, the Company’s inability to expand the Company’s business, government regulation, the underlying state of the technology support industry, lack of product diversification, existing or increased competition, stock volatility and illiquidity, and the Company’s failure to implement the Company’s business plans or strategies. Other factors are identified and described in more detail in the Company’s filings with the SEC, including the Company’s Form 8-K reporting the completion of the transactions described in this press release.  Except as required by federal securities law, the Company does not undertake to update any forward-looking statements.

(1) Adjusted EBITDA is a non-GAAP financial measure commonly used and is defined as “earnings before interest, taxes, depreciation, and amortization.”

Investor Contacts: Carlos Fernandez carlos.fernandez@ameri100.com