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Asure Software Acquires Legiant, Raises 2012 Guidance
GlobeNewswire
2011-12-14



  --  $4 million purchase price recognizes high synergy and low 1-time cost
      ($100,000)
  --  Transaction expected to contribute $1 million to EBITDA
  --  Increasing 2012 Revenue and EBITDA guidance to $18.0 million and $4.0
      million respectively
  --  Expect to generate $1/share of free cash flow in 2012




AUSTIN, Texas, Dec. 14, 2011 (GLOBE NEWSWIRE) -- Asure Software, Inc.
(Nasdaq:ASUR), a leading provider of workforce management software,
announced today that it has acquired Legiant, an Austin, Texas-based
provider of cloud computing time and attendance software and management
services.

On December 14, 2011 Asure entered into an asset purchase agreement to
acquire Legiant for $4 million, comprised primarily of $1.2 million
cash paid at closing, a $1.8 million seller's note, $0.5 million in
assumed debt, $0.25 million in cash acquired as part of the
acquisition, and $0.25 million in a short term note due in January,
2012.


                                                              
                                           Guidance           
                                 ---------------------------- 
                                                              
                                      Q4 '11         FY '12   
  -----------------------------  ---------------  ----------- 
                                    $3,530 --                 
  Revenue ($000s)                     $3,630         18,000   
  EBITDA Gain ($000s)                  n/a           4,000    
                                 Positive for Q4              
  Net Earnings Per Share               & '11          tba     
                                                              
  EBITDA Gain ($000s) excl.                                   
   1Time                            540 -- 630        n/a     
  -----------------------------  ---------------  ----------- 



"This acquisition fits with our cloud growth strategy via high synergy
/ low integration risk transactions," said Pat Goepel, Asure's Chief
Executive Officer. "We are excited to enhance our workforce management
solution while utilizing our sizable tax loss asset to create
meaningful client and shareholder value.

David Scoglio, Asure's Chief Financial Officer explained, "Due to
continued strong cash generation, projected at $0.75 million in the
fourth quarter, we are pleased to announce the acquisition of Legiant
without any additional third party debt. With the addition of Legiant,
Asure is upgrading its guidance for 2012 to $18 million in revenue and
$4 million in EBITDA*. Guidance for the current fourth quarter of 2011
remains unchanged. Please see the table above and the upcoming 8-K for
additional details."

Steven Rodriguez, Asure's Chief Operating Officer, added, "Asure
Software provides the technology behind the Legiant Timecard product
which creates a natural synergy between the two companies. The Legiant
mobile solutions are an exciting addition to the Asure time and labor
management product suite."

About Asure Software

Asure Software, Inc. (Nasdaq:ASUR), headquartered in Austin, Texas,
offers intuitive and innovative technologies that enable companies of
all sizes and complexities to operate more efficiently. The company
ensures a high-performing work environment by integrating its "keep it
simple" solutions and expertise to more than 3,500 clients world-wide;
Asure Software's suite of solutions range from time and attendance
workforce management solutions to asset optimization and meeting room
management. For more information, please visit www.asuresoftware.com.

Legiant is a reseller of ADI Time based time and attendance solutions
that deliver improvements in workforce productivity through a
software-as-a-service (SaaS) platform. The integration of software,
hardware and professional services creates a comprehensive suite of
time accounting solutions that is easy to use and accessible with a Web
browser.

The Asure Software, Inc. logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=8565

"Safe Harbor" Statement under the Private Securities Litigation Reform
Act of 1995:

Statements in this press release regarding Asure's business which are
not historical facts are "forward-looking statements" that involve
risks and uncertainties. Such risks and uncertainties could cause
actual results to differ from those contained in the forward-looking
statements.

*Non-GAAP Financial Measures: EBITDA

This press release includes the following financial measures defined as
a non-GAAP financial measure by the Securities and Exchange Commission:
EBITDA. This supplemental financial measure is not required by GAAP,
nor is the presentation of this financial information intended to be
considered in isolation or as a substitute for the financial
information prepared and presented in accordance with GAAP. Management
recognizes that non-GAAP financial measures have limitations in that
they do not reflect all of the items associated with Asure's earnings
results as determined in accordance with GAAP. However, for the reasons
described below, management uses this non-GAAP measure to evaluate the
performance of Asure's business. Asure's management believes that it is
important to provide investors with these same tools, together with
reconciliation to GAAP, for evaluating the performance of Asure's
business, as it may provide additional insight into Asure's financial
results. In addition, this measure is presented because management
believes it is frequently used by securities analysts, investors and
others in the evaluation of companies.

EBITDA is calculated by adding income taxes, interest expense,
depreciation and amortization and stock compensation expense to net
earnings, EBITDA is not defined under GAAP and should not be considered
in isolation or as a substitute for net earnings and other consolidated
earnings data prepared in accordance with GAAP or as a measure of
Asure's profitability.


CONTACT: David Scoglio, CFO
         Asure Software, Inc.
         512-437-2732
         dave_scoglio@asuresoftware.com





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