News Article

OSI completes acquisition of U.S.-based CHI Systems Inc., a key technology supplier to the U.S. Department of Defense
Date: Dec 14, 2005
Source: PR Newswire ( click here to go to the source)

Featured firm in this article: CHI Systems Inc of Plymouth Meeting, PA

VANCOUVER, Dec. 14 /PRNewswire-FirstCall/ - Offshore Systems
International Ltd. (TSX: OSI; OTCBB: OFSYF) is pleased to announce that it has
completed the acquisition of CHI Systems Inc. ("CHI"). Founded in 1985, CHI is
a privately-owned research, development, and engineering company with
approximately 70 employees, supplying advanced technology and services that
improve the work performance, mission success, and cost effectiveness of its
clients. In 2004 CHI reported unaudited revenue of approximately
US$12 million. Key customers of CHI include the U.S. Army, Navy, Air Force and
Marine Corp.; Defense Advanced Research Projects Agency (DARPA); Northrop
Grumman; General Dynamics; and BAE Systems.
Under the terms of the agreement OSI paid approximately US$9.0 million
for all of the outstanding shares of CHI, of which approximately
US$8.1 million was paid in cash from treasury, with the balance paid by the
issuance of 1,067,975 OSI common shares. OSI first announced a non-binding
letter of intent to acquire CHI on July 11, 2005, followed by its November 8,
2005 press release announcing the signing of a formal agreement.
"The completion of today's acquisition marks an important milestone in
our strategic plan," stated Ken Kirkpatrick, President and CEO of OSI. "With
the addition of CHI, OSI has secured a significant corporate presence in the
U.S. market, gained a complementary product and customer base within the broad
U.S. defense community, and expanded its critical mass to pursue much
larger-scale contracts."
CHI has grown steadily over the last five years and has a record of
profitability throughout its history. The acquisition is expected to be
immediately accretive to OSI's earnings and will contribute to the
consolidated financial results of OSI beginning in the 2006 fiscal first
quarter ending February 28.
"We foresee excellent future growth opportunities as a combined entity.
Both companies are broadly focused on command and control applications - CHI
in the land domain and OSI in the marine," continued Mr. Kirkpatrick. "This
acquisition will not only enable us to cross-sell products and services
internationally to existing customers but also to leverage the technical
expertise of both companies to develop products that capitalize on a growing
number of new opportunities in the global defense industry."
CHI will retain its current U.S.-based management operating as an
independent subsidiary of OSI at its headquarters in Philadelphia, PA. With
the addition of CHI, OSI will have an employee base of approximately 160, with
offices in Orlando, FL; Philadelphia; Salt Lake City, UT; San Diego, CA; and
Vancouver, Canada.

About CHI Systems Inc.

CHI Systems Inc. is a research, development and engineering company that
provides interactive computer applications and technology to the defense and
aerospace industry. It specializes in providing solutions that make advanced
technologies more usable, intuitive and effective for individuals and
organizations. Areas of focus include advanced simulation-based training
systems, command and control applications, software systems engineering, and
mobile/wireless applications. Visit for the latest company

About OSI

Offshore Systems International Ltd. (OSI) makes geographic-intelligence
software, systems and data products mainly for large government and civilian
customers. The company has three business units: OSI Navigation Systems
(moving map display systems and software for naval surface ships and
submarines); OSI Applications (network-based map and target display software
and services for national defence) and Mapcon Mapping (land mapping and marine
chart production services for civilian and military customers). OSI's common
shares are listed on the Toronto Stock Exchange (TSX: OSI) and the OTC
Bulletin Board (OTCBB: OFSYF). Visit OSI's website at for the
latest company updates.

Forward-Looking Statements:

This news release contains items that constitute forward-looking
statements within the meaning of securities laws including Section 27a of the
Securities Act of 1933, as amended, and Section 21e of the Securities Exchange
Act of 1934, as amended. These statements are made under the 'safe harbour'
provisions of the Private Securities Litigation Reform Act of 1995 and, as
such, involve known and unknown risks and uncertainties and other factors that
may cause the actual results to be materially different from the results
implied herein. Offshore Systems International can give no assurances that its
representations will be achieved or that it will update them at any time in
the future.