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 OSI Systems, Inc. OSIS (the "Company") today announced that it 
 has signed a definitive agreement to acquire the global explosive trace 
 detection (ETD) business from Smiths Group plc ("Smiths") for $75.5 
 million in cash, subject to certain adjustments as of the closing date. 
 The ETD business, headquartered in Andover, Massachusetts, is a leader 
 in trace detection with a current worldwide installed base of 
 approximately 11,000 units. This business was acquired by Smiths in 
 April 2017 as part of its acquisition of Morpho Detection. The closing 
 of the transaction is subject to antitrust approval and other customary 
 closing conditions.
 
 
 Deepak Chopra, the Company's Chairman and Chief Executive Officer, said, 
 "The acquisition of this ETD business is highly complementary to our 
 current operations and this natural fit will enable us to better serve 
 the unique needs of our customers seeking to secure airports, borders, 
 public venues, and critical infrastructure. This acquisition fills a gap 
 in our aviation checkpoint offering that currently includes passenger 
 screening, carry-on baggage inspection, and automated tray return 
 solutions."
 
 
 The Company expects to fund the acquisition with a combination of 
 balance sheet cash and borrowings from its existing $525 million credit 
 facility. The transaction is expected to be accretive to the Company's 
 fiscal year 2018 non-GAAP diluted earnings per share.
 
 
 The acquisition of this ETD business is consistent with the Company's 
 strategy to expand its security offerings and will enable it to provide 
 a full suite of checkpoint security solutions.
 
 
 Non-GAAP Financial Measures
 
 
 This press release includes references to non-GAAP diluted earnings per 
 share, which is a non-GAAP financial measure. Non-GAAP diluted earnings 
 per share excludes the impact of impairment, restructuring and other 
 charges, acquired intangible assets and non-cash interest expense, net 
 of tax.
 
 
 The Company believes that the inclusion of non-GAAP earnings per share 
 provides additional insight into the operations of the Company. Non-GAAP 
 financial measures should not be considered in isolation or as a 
 substitute for measures of financial performance prepared in accordance 
 with GAAP. The Company also believes that this non-GAAP financial 
 measure provides meaningful supplemental information because it excludes 
 amounts that it does not view as reflective of ongoing operating results 
 when planning and forecasting and when assessing the performance of its 
 business.
 
 
 About OSI Systems, Inc.
 
 
 OSI Systems, Inc. is a vertically integrated designer and manufacturer 
 of specialized electronic systems and components for critical 
 applications in the homeland security, healthcare, defense and aerospace 
 industries. We combine more than 40 years of electronics engineering and 
 manufacturing experience with offices and production facilities in more 
 than a dozen countries to implement a strategy of expansion into 
 selective end product markets. For more information on OSI Systems, Inc. 
 or any of its subsidiary companies, visit <a xmlns="http://www.w3.org/1999/xhtml" href="http://cts.businesswire.com/ct/CT?id=smartlink&amp;url=http%3A%2F%2Fwww.osi-systems.com%2F&amp;esheet=51568066&amp;newsitemid=20170601005761&amp;lan=en-US&amp;anchor=www.osi-systems.com&amp;index=1&amp;md5=702b8912e8dffd8eadaf2a474b3bae74" rel="nofollow" rel="nofollow">www.osi-systems.com</a>. 
 News Filter: OSIS-G
 
 
 Forward-Looking Statements
 
 
 Certain statements made herein are &#34;forward-looking statements&#34; 
 intended to qualify for the safe harbor from liability established by 
 the Private Securities Litigation Reform Act of 1995. All statements 
 other than historical facts included in this press release, including, 
 but not limited to, statements regarding the timing and the closing of 
 the transaction, the financing for the transaction, the expected 
 benefits of the transaction, prospective performance and future business 
 plans, and any assumptions underlying any of the foregoing, are 
 forward-looking statements. These statements are based on current 
 expectations and projections of future events and reflect beliefs and 
 assumptions that are based on the Company's perception of historical 
 trends, current conditions and expected future developments as well as 
 other factors management believes are appropriate in the circumstances. 
 If underlying assumptions prove inaccurate or unknown, or unknown risks 
 or uncertainties materialize, actual results could vary materially from 
 the Company's expectations and projections. Risks and uncertainties 
 include, among other things, uncertainties regarding the timing of the 
 closing of the transaction; the possibility that various closing 
 conditions to the transaction may not be satisfied or waived, including 
 that a governmental entity may prohibit, delay, or refuse to grant 
 approval for the consummation of the transaction; that there is a 
 material adverse change to the ETD business; the failure of the Company 
 to achieve the expected financial and commercial results from the 
 transaction; other business effects, including effects of industry, 
 economic or political conditions outside the Company&#39;s control; 
 transaction costs; actual or contingent liabilities; as well as other 
 cautionary statements contained elsewhere herein and in the reports 
 filed by the Company with the Securities and Exchange Commission, 
 including the Company's annual report for the year ended June 30, 
 2016 and subsequent quarterly reports. These forward-looking statements 
 reflect the Company's expectations and projections as of the date of 
 this press release. The Company undertakes no obligation to update the 
 information provided herein to reflect any change in the Company's 
 expectations or projections with regard thereto or any change in events, 
 conditions or circumstances on which any such information is based.
 
 
 
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