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Optibase to Acquire Viewgraphics Incorporated

Optibase (www.optibase.com) announced that it has signed definitive agreements to acquire Viewgraphics ( www.viewgraphics.com), and the Optibase board of directors has approved the agreements. The deal to aquire all of Viewgraphics will cost Optibase approximately $30 million in cash and 1.37 million newly issued shares of Optibase's common stock. Optibase's stock price is currently around $10/share, making the stock portion of the deal worth about $13.7 million.

Viewgraphics is a provider of hardware and software solutions used for the manipulation and transmission of broadcast-quality digital video over broadband networks. These solutions are used for applications such as interactive TV, video-on-demand and datacasting.

Optibase is hoping that the acquisition will propel the adoption of Optibase's Media Gateway solutions in the high-speed, broadband networking market.

Commenting on the transaction, Ran Eisenberg, Chairman and CEO of Optibase Ltd. said, " Viewgraphics' products for digital media transmission and conversion complement Optibase's core technologies and product offerings. In addition to expanding our product line, we are taking on a team of highly skilled engineers who bring value-added expertise in the media streaming space. Furthermore, the acquisition will broaden Optibase's reach by increasing its presence in the U.S., closer to some of its key customers.''

The transaction is subject to customary closing conditions and is expected to be finalized by mid-December 2000.

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