Emerging Vision, Inc. (fka ISEE)

[Lebaneseproud]

Here was the previous acquisition of Combine.
Did $17 mil. in revs but ISEE only paid $2.5 mil. Thats because of the slim margins.

Garden City, NY, October 6, 2006 – Emerging Vision, Inc. (OTCBB – ISEE.OB) today announced that it has acquired substantially all of the assets of Combine Optical Management Corporation (“Combine”), a leading optical group purchasing company. Pursuant to the terms of the agreement, the Company will pay approximately $2.5 million in cash. At closing, the Company paid $700,000 with the remainder of the cash purchase price to be paid at various times over a five-year period. Additionally, the Company granted the prior owner 3,515,625 stock options at an exercise price of $0.15, 2,187,500 of such options which may be put back to the Company at $0.32 per option from September 29, 2010 to September 28, 2016.



Combine, which is based in Florida, operates an optical group purchasing business which provides its members with vendor discounts on optical products. Also acquired in this transaction was a development stage neutraceutical business that is focused on the development and distribution of nutritional supplements targeted to consumers with pre-dispositions to certain optical diseases and conditions. For the twelve months ended June 30, 2006, Combine had unaudited revenues of approximately $15.2 million. Combine currently has approximately 1,000 active members in its optical group purchasing business.



Christopher Payan, Chief Executive Officer of Emerging Vision, commented that “We are very excited about this transaction and believe Combine brings tremendous opportunity for future growth to our operations. In addition to more than doubling our revenue base, we anticipate generating many back office and IT systems synergies. Overall, we believe many opportunities exist to enhance both the Combine and Emerging Vision operations.”



Emerging Vision intends to operate Combine as a separate business segment with the existing management remaining in place. Neil Glachman, Combine’s long-time President, and optical industry veteran, has been retained by the Company to continue to serve in such capacity for the next five years.



Mr. Glachman added, “We are delighted about the transaction with Emerging Vision. This will provide us with the access to capital and additional resources to continue to grow the business. We look forward to working closely with Chris and the rest of Emerging Vision’s management team to offer the full breadth of the Company’s resources to our members and extend the twenty-five years of success Combine has demonstrated to the ophthalmic community.”



Mr. Payan concluded, “Led by Neil’s management and vision, Combine has grown to be a leader in its market. Its existing business and infrastructure is consistent with our growth strategy and this acquisition places Emerging Vision in a strong position to maximize future growth and further enhance shareholder value. We continually strive to bring exceptional executive talent to the Company, and anticipate that Neil will be a tremendous resource to Emerging Vision. We welcome Neil and his team to Emerging Vision and look forward to building our complementary businesses in the future.”