Robocom Systems, Inc.
Ticker:RIMS 511 Ocean Avenue
Exchange:NASDAQ-National Market Massapequa, NY 11758
Industry:High-Tech (SIC Code 7373) (516) 795-5100

Offering Information
Type of Shares:Common Shares Filing Date:5/22/97
U.S. Shares:1,500,000 Offer Date:6/26/97
Non-U.S. Shares:0 Filing Range:$6.00 - $7.00
Primary Shares:1,500,000 Offer Price:$6.50
Secondary Shares:0 Gross Spread:$0.52
Offering Amount: $9,750,000 Selling:$0.31
Expenses:$500,000 Reallowance:$0.10
Shares Out After:3,467,984

Primary Underwriting Group
ManagerTierPhone
Bluestone Capital Partners, L.P.Lead Manager (212) 850-9428
Coleman and Company Securities, Inc.Co-manager (212) 506-0570
Oscar Gruss & CompanyCo-manager (212) 952-1220

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Pryor, Cashman, Sherman & Flynn
Bank's Law Firm: Tenzer, Greenblatt, Fallon & Kaplan
Auditor: Ernst & Young
Registrar/Transfer Agent: Continental Stock Transfer & Trust Co

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
5/31/96 2/28/97 2/29/96 2/28/97
Revenue:$6.96$5.09$4.68Assets:$5.42
Net Income:$0.65$0.56$0.08Curr Assets:
EPS:$0.28$0.24$0.03Liabilities:$1.27
Prior EPS:$0.19$0.85$0.73Curr Liabilities:
Cash Flow/Oper:$1.28Equity:$4.15
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company develops, markets and supports advanced warehouse management software solutions that enable companies to realize significant cost savings by automating their warehouse operations. The company's primary product, Robocom Inventory Management System (RIMS), is a customer-configurable software solution that enables a company's warehouse to respond to a customer order with greater accuracy and in a more timely manner, thereby turning the warehouse into a competitive advantage. RIMS operates in an open system environment and interfaces with an organization's existing information systems infrastructure. In addition to providing RIMS software licenses, the company provides installation, design and maintenance services and related hardware when required by the customer. The company believes that customers that have implemented the RIMS solution have realized increased customer satisfaction directly related to timely and accurate receipt of shipments.

Use of Proceeds
The proceeds from the proposed offering will be used for software development costs, to establish and equip domestic and international sales offices, for payment of the Final S Corporation Distribution, for repayment of bank indebtedness, and for working capital and other general corporate purposes.

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