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Scitex Closes on the Transaction to Combine Scitex Vision and Aprion Digital

Press release from the issuing company

TEL AVIV, Israel, Jan. 2 - Scitex Corporation Ltd., a world leader in industrial digital inkjet printing solutions, announced today the closing of the transaction to combine the business of its wholly-owned subsidiary, Scitex Vision Ltd., with that of venture-backed Aprion Digital Ltd. Scitex held approximately 42.5% of Aprion's share capital and certain major shareholders of Scitex held approximately 28.5% of Aprion's share capital prior to the closing of the transaction. Under the terms of the agreement (approved by Scitex's shareholders at the general meeting held on December 29, 2002), Aprion acquired from Scitex all the outstanding share capital of Scitex Vision in exchange for shares in Aprion. The shares are allotted to Scitex, at a valuation exchange ratio of approximately two to one, between Scitex Vision and Aprion, reflecting a valuation of $36 million to Scitex Vision (following infusion of $15 million by Scitex) and $18 million to Aprion. Scitex holds, following the closing of the transaction, in the aggregate and subject to further adjustments, approximately 75% of Aprion's outstanding share capital (approximately 65% on an as converted and fully diluted basis). The combined business will operate under the name Scitex Vision, while promoting the Aprion name for its unique inkjet head technology. The new executive management of Scitex Vision is led by Dov Ofer, President and Chief Executive Officer, together with Amir Ohad, Chief Financial Officer, Itai Halevy, Chief Marketing Officer (who moves from his position as a corporate vice president of Scitex), Avi Huppert, Chief Technology Officer, Domingo Nieves, President of Scitex Vision Europe and Tim Weeldreyer, President of Scitex Vision America. Ken Levy, formerly Chairman of Aprion, and Dr. Miki Nagler, formerly President and CEO of Aprion, will serve on the Board of Directors of Scitex Vision as Chairman and Vice-Chairman, respectively. Through this transaction, Scitex Vision strengthens its position as a leading developer, manufacturer and service provider of cutting-edge inkjet digital printing presses and consumables for industrial applications. The company offers the broadest line of products in its markets, and is a market leader in a number of business areas in the digital printing arena. The company's core technology includes Aprion's patented drop-on-demand piezo inkjet print heads and water-based inks. Scitex Vision now employs more than 500 employees worldwide with headquarters to be located in Netanya, Israel, and principal subsidiaries in Atlanta, Georgia, and Brussels, Belgium. Backed by global marketing and support networks, Scitex Vision is committed to providing high-quality and cost-effective solutions to printing houses worldwide looking for high throughput, flexibility, quality and reliability.