OTI in Preparations for Listing on NASDAQ in Addition to Neuer Markt; Listing Approved By the Board


ROSH PINA, Israel, May 24, 2002 (PRIMEZONE) -- OTI (Neuer Markt:OT5) announced today the agenda for the annual general meeting of the company's shareholders to be held on June 14, 2002, at its headquarters in Rosh-Pina, Israel. Among the topics of the meeting will be approval of the Board's decision for an additional listing on NASDAQ in the United States. The Company's Board of Directors has approved the Company's management plan to register its shares for trading on the NASDAQ stock exchange in addition to its listing on the Neuer Markt in Frankfurt, Germany.

Oded Bashan, Chairman, President & CEO of OTI, said: "We are pleased to be moving ahead with the strategic plans that we have laid out for OTI. Our listing on the NASDAQ stock exchange will place us on the right track to increase OTI's shareholder value while supporting our plans to expand our business in the U.S. market."

OTI plans to consolidate 10 ordinary shares of NIS 0.01 par value into one ordinary share of NIS 0.1 par value. After the completion of this consolidation, the Company is looking to issue ordinary shares of 0.1 NIS par value per share to all of its shareholders as a bonus offering. As part of the NASDAQ registration process, the company intends to issue an additional 500,000 ordinary shares at NIS 0.1 par value. These added shares shall be reserved for future allocations at the discretion of the Board.

The full version of this agenda of the Meeting along with complete copies of the Financial Statements and the suggested resolutions are available for inspection at the Company's offices in Rosh Pina, Israel (Tel: 972-4-6868000) between the hours 9:00 a.m. - 12.00 p.m. as well as the offices of the Paying and Depository Agent Dresdner Bank at: Dresdner Bank Aktiengesellschaft, CC Volkswirtschaft, Informationsdienste, 60301 Frankfurt am Main, Germany.

OTI management will conduct a conference call at 10:30 a.m. (CET) on Monday, May 27, 2002. In order to participate, please contact our Investor Relations Agency Kirchhoff Consult AG, telephone: +49 69 7474 860.

About OTI

Established in 1990, OTI (On Track Innovations) designs and develops contactless microprocessor based smart card technology to address the needs of a wide variety of markets. Applications developed by OTI include product solutions for mass transit, parking, gas management systems, loyalty schemes, ID and secure campuses. OTI has regional offices in the US, Europe, Asia Pacific, and Africa. The company was awarded the prestigious ESCAT Award for smart card innovation in both 1998 and 2000. Visit OTI on the Internet at www.oti.co.il.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful. The press release is being issued pursuant to and in accordance with Rule 135(a) of the United States Securities Act of 1933.

This press release contains forward-looking statements, which reflect management's best judgment based on factors currently known. Such statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from those in the statements included in this press release. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. OTI disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.



            

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