UPDATING and REPLACING -- B.O.S. Better Online Solutions Reports Fiscal 2008 Fourth...

UPDATING and REPLACING -- B.O.S. Better Online Solutions Reports Fiscal 2008
Fourth Quarter and Year-End Financial Results

RISHON LEZION, Israel, March 30, 2009 (GLOBE NEWSWIRE) -- In a release issued
earlier today under the same headline by B.O.S. Better Online Solutions Ltd.
("BOS" or the "Company") (Nasdaq:BOSC), please note that the financial table
Condensed Consolidated Statement of Operations was mistakenly not included. The
updated release follows:

B.O.S. Better Online Solutions Ltd. ("BOS" or the "Company") (Nasdaq:BOSC), a
leading provider of comprehensive Mobile and RFID Solutions and Supply Chain
Solutions with operations in Israel and the U.S., today reported its results for
the fourth quarter and fiscal year ended December 31, 2008.

Financial highlights for the fourth quarter and year ended December 31, 2008
(NON-GAAP Pro-forma):

* Revenue for the three months ended December 31, 2008 increased by
60% to $11.5 million compared to $7.2 million in the same period
in 2007. Revenue for fiscal 2008 was $52.9 million compared to
$23.8 million for fiscal 2007;
* Non cash expenses of $3.7 million were recorded in the fourth
quarter of 2008 which was primarily due to impairment of
Goodwill, impairment of investment in other companies and
inventory write offs;
* Cost reduction plan implemented in the first quarter of 2009,
included reduction of workforce by 19% (29 employees), reduction
of payroll and related benefits by up to 15% and the
discontinuance of non profitable product lines;
Edouard Cukierman, Chairman, said: "Our Mobile and RFID Solutions and Supply
Chain Solutions continue to demonstrate their ability to increase efficiency and
reduce the costs of our customers' business processes, which is especially
important in difficult economic times."

Shalom Daskal, CEO, added: "Despite the challenging financial and market
conditions we continue to see that BOS' Mobile and RFID Solutions and Supply
Chain Solutions are being sought out by our customers."

In November 2007, BOS acquired Summit, a New Jersey based Supply Chain Solutions
company with major international aviation and aerospace customers. In March
2008, BOS acquired the assets of Dimex Systems, an Israeli-based integrator of
AIDC solutions based on RFID and bar code technology. These acquisitions
significantly increased revenue and operating expenses in 2008 compared to 2007.

Revenue for 2008, on a proforma basis, as if the acquisition of Dimex had
occurred on January 1, 2008, amounted to $52.9 million compared to $23.8 million
in 2007. International sales accounted for 40% of revenue in 2008 compared to
33% in 2007. Sales to North and South America accounted for 24% of revenue in
2008 compared to 23% in 2007.

EBITDA for 2008 was negative and amounted to $869,000 compared to negative
EBITDA of $363,000 in 2007. EBITDA for the three months ended December 31, 2008
was negative and amounted to $1,571,000 compared to negative EBITDA of $373,000
in comparable period in 2007.

As of December 31, 2008, cash and cash equivalents were $1.6 million, short term
bank loans amounted to $10.3 million and long term bank loans were $2.3 million.

Review of results on a GAAP basis:

Revenue for fiscal 2008 was $50.8 million, a 114% increase over revenue in the
comparable period in 2007.

Revenue for the fourth quarter of 2008 amounted to $11.5 million compared to
$13.4 million in the third quarter of 2008, a 14% decrease. The fourth quarter
decrease in revenue combined with an inventory write-off of $339,000, reduced
our gross margin rate to 11.5% in the fourth quarter of 2008 compared to 22% in
the previous quarter.

Operating expenses for 2008 and for the fourth quarter of 2008 include
impairment of goodwill in the amount of $1.9 million, as a result of the overall
global economic conditions and its impact on our business operations.

Other expenses in 2008 amounted to $1.4 million and $6.2 million in 2007, which
in both periods primarily represent impairment of investments in companies in
which we hold less than 20% and we plan to liquidate those investments.

Mr. Daskal stated that: "Following the integration of the operations of Summit
and Dimex Systems with BOS' existing operations, we have implemented a cost
reduction plan, which included reduction of our workforce by 19% (29 employees),
reduction of payroll and related benefits by up to 15% and the discontinuance of
non profitable product lines."

Mr. Cukierman concluded: "As a result of the integration of Summit and Dimex
Systems with BOS, I am confident that BOS will be better positioned to achieve
its full potential."

About BOS

B.O.S. Better Online Solutions Ltd. ("BOS") was established in 1990. BOS's
operations consist of:

(i) Fully integrated Mobile and RFID Solutions that are offered
either as stand alone products or as full Solutions combined of:

(a) Hardware Devices - RFID and Mobile Infrastructure with an
automatic identification and data collection equipment based on
RFID and barcode technology;

(b) RFID Middleware - A proprietary software Server intended to
receive data from RFID hardware, process it and transfer it to
the Software Applications; and

(c) RFID enabled Software Applications - PointAct application
platform for implementation of various business organizational
processes;

(ii) Supply Chain Solutions - reselling RFID, electronic systems and
components for military and aerospace manufacturers
BOS is traded on NASDAQ Global Market and on the Tel-Aviv Stock Exchange. BOS'
website address is http://www.boscorporate.com.

Use of Non-GAAP Financial Information

BOS reports financial results in accordance with U.S. GAAP and herein provides
some non-GAAP measures. These non-GAAP measures are not in accordance with, nor
are they a substitute for, GAAP measures. These non-GAAP measures are intended
to supplement the Company's presentation of its financial results that are
prepared in accordance with GAAP. The Company uses the non-GAAP measures
presented to evaluate and manage the Company's operations internally. The
Company is also providing this information to assist investors in performing
additional financial analysis that is consistent with financial models developed
by research analysts who follow the Company. The reconciliation set forth below
is provided in accordance with Regulation G and reconciles the non-GAAP
financial measures with the most directly comparable GAAP financial measures.

Safe Harbor Regarding Forward Looking Statements

The forward-looking statements contained herein reflect management's current
views with respect to future events and financial performance. These
forward-looking statements are subject to certain risks and uncertainties that
could cause the actual results to differ materially from those in the
forward-looking statements, all of which are difficult to predict and many of
which are beyond the control of BOS. These risk factors and uncertainties
include, amongst others, the dependency of sales being generated from one or few
major customers, the uncertainty of our being able to maintain current gross
profit margins, inability to keep up or ahead of technology and to succeed in a
highly competitive industry, inability to maintain marketing and distribution
arrangements and to expand our overseas markets, uncertainty with respect to the
prospects of legal claims against BOS, the effect of exchange rate fluctuations
and general worldwide economic conditions; and additional risks and
uncertainties detailed in BOS's periodic reports and registration statements
filed with the U.S. Securities Exchange Commission. BOS undertakes no obligation
to publicly update or revise any such forward-looking statements to reflect any
change in its expectations or in events, conditions or circumstances on which
any such statements may be based, or that may affect the likelihood that actual
results will differ from those set forth in the forward-looking statements.

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(U.S. dollars in thousands, except per share amounts)

Year ended Three months ended
December 31, December 31,
------------------- -------------------
2008 2007 2008 2007
-------- -------- -------- --------

Revenues $ 50,849 $ 23,774 $ 11,527 $ 7,192

Cost of revenues 40,850 19,099 10,201 6,075
-------- -------- -------- --------
Gross profit 9,999 4,675 1,326 1,117
-------- -------- -------- --------
Operating costs and
expenses:

Research and
development 844 636 196 273

Sales and
marketing 9,712 3,811 2,718 1,341

General and
administrative 2,029 1,980 658 606

Impairment of
goodwill 1,873 -- 1,873 --
-------- -------- -------- --------
Total operating
costs and expenses 14,458 6,427 5,445 2,220
-------- -------- -------- --------

Operating loss (4,459) (1,752) (4,119) (1,103)

Financial expenses,
net (636) (469) (99) (47)

Other expenses, net (1,448) (6,233) (1,202) (5,596)
-------- -------- -------- --------

Loss before taxes
on income (6,543) (8,454) (5,420) (6,746)

Taxes on income
(tax benefit) (403) 9 48 (70)
-------- -------- -------- --------
Loss from continuing
operations $ (6,140) $ (8,463) $ (5,468) $ (6,676)

Income (loss)
related to
discontinued
operations (260) 67 (22) (170)
-------- -------- -------- --------

Net loss $ (6,400) $ (8,396) $ (5,490) $ (6,846)
======== ======== ======== ========

Basic and diluted
net loss per share
from continuing
operations $ (0.51) $ (0.98) $ (0.44) $ (0.67)
======== ======== ======== ========
Diluted net earnings
(loss) per share
from discontinued $ (0.02) $ 0.01 $ -- $ 0.02
======== ======== ======== ========
Basic and diluted
loss per share $ (0.53) $ (0.97) $ (0.44) $ (0.69)
======== ======== ======== ========

CONDENSED CONSOLIDATED BALANCE SHEET
(U.S. dollars in thousands)

December December
31, 2008 31, 2007
----------------------
ASSETS

CURRENT ASSETS:
Cash and cash equivalents $ 1,637 $ 4,271
Trade receivables, net 13,314 9,114
Other accounts receivable and prepaid
expenses 1,155 945
Inventories 10,346 8,321
------- -------
Total current assets 26,452 22,651
------- -------

LONG-TERM ASSETS:
Severance pay fund 652 687
Investment in other companies 882 2,494
Deferred tax 452 42
------- -------
Total long-term assets 1,986 3,223
------- -------

PROPERTY, PLANT AND
EQUIPMENT, NET 1,128 719
OTHER INTANGIBLE ASSETS, NET 2,418 1,678
GOODWILL 5,361 2,861
------- -------
Total assets $37,345 $31,132
======= =======

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
Short-term bank loans and
current maturities $10,299 $ 5,028
Trade payables 6,458 5,258
Employees and payroll accruals 843 552
Deferred revenues 826 116
Accrued expenses and other liabilities 3,111 1,290
------- -------
Total Current Liabilities 21,537 12,244
------- -------

LONG-TERM LIABILITIES:
Long-term bank loans, net
of current maturities 2,256 3,286
Deferred taxes 541 366
Accrued severance pay 929 798
Other long-term liabilities 838 --
------- -------
Total long-term liabilities 4,564 4,450
------- -------

SHAREHOLDERS' EQUITY 11,244 14,438
------- -------
Total liabilities and shareholder's equity $37,345 $31,132
======= =======
RECONCILIATION OF NON-GAAP FINANCIAL RESULTS
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(U.S. dollars in thousands, except per share amounts)

Three months ended December 31,
---------------------------------------------------
2008 2007
-------------------------------------- ------------
GAAP
(as reported) Adjustments Non-GAAP Non-GAAP
---------------------------------------------------

Revenues $ 11,527 $ -- $ 11,527 $ 7,192
Gross profit 1,326 339a,5b 1,670 1,708

Operating costs
and expenses:
Research and
development 196 -- 196 273
Sales and
marketing 2,718 (108)b, 2,575 1,227
(35)c
General and
administrative 658 (110)c 548 600
Impairment of
goodwill 1,873 (1,873) -- --
-------------------------------------- ------------
Total operating
costs and
expenses 5,445 (2,126) 3,319 2,100
-------------------------------------- ------------
Operating loss (4,119) 2,470 (1,649) (392)
Financial
expenses, net (99) -- (99) (47)
Other expenses,
net (1,202) 1,202d -- (8)
-------------------------------------- ------------
Loss before taxes
on income (5,420) 3,672 (1,748) (447)
Taxes on income
(tax benefit) (48) 13b (35) 24
-------------------------------------- ------------
Loss from
continuing
operations $ (5,468) $ (3,685) $ (1,783) $ (423)
Loss related to
discontinued
operations (22) -- (22) --
-------------------------------------- ------------
Net loss $ (5,490) $ (3,685) $ (1,805) $ (423)
====================================== ============

Basic net loss
per share $ (0.44) $ (0.14) $ (0.04)
============ ============ ============
Diluted net
earnings per
share from
discontinued
operations $ -- $ -- $ --
Diluted net loss
per share $ (0.44) $ (0.14) $ (0.04)
============ ============ ============

Weighted average
number of shares
used in computing
basic net income
per share 12,379,656 12,379,656 9,939,099
============ ============ ============
Weighted average
number of shares
used in
computing
diluted
net income per
share 12,379,656 12,379,656 9,939,099
============ ============ ============

Notes to the reconciliation:
a - Inventory write off.
b - Amortization of intangible assets and its related tax benefit.
c - Stock based compensation.
d - Impairment in related with investment in Companies.

RECONCILIATION OF NON-GAAP FINANCIAL RESULTS
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(U.S. dollars in thousands, except per share amounts)

Twelve months ended December 31,
-----------------------------------------------
2008 2007
-----------------------------------------------
GAAP
(as reported) Adjustments Non-GAAP Non-GAAP
----------------------------------- -----------

Revenues $ 50,849 $ 2,075e $ 52,924 $ 23,774

339a,55b,
Gross profit 9,999 521e 10,914 5,270
Operating costs and
expenses:
Research and
development 844 -- 844 636
(395)b,
Sales and marketing 9,712 (165)c, 9,582 3,309
430e
General and
administrative 2,029 (416)c 1,613 1,761
Impairment of goodwill 1,873 (1,873) --
----------------------------------- -----------
Total operating costs
and expenses 14,458 (2,419) 12,039 5,706
----------------------------------- -----------

Operating income
(loss) (4,459) 3,334 (1,125) (436)
Financial expenses,
net (636) (15)e (621) (469)
Other expenses, net (1,448) 1,448d -- (34)
----------------------------------- -----------
Loss before taxes on
income (6,543) 4,797 (1,746) (939)
Taxes on income
(tax benefit) 403 (85)b 318 (103)
----------------------------------- -----------
Income (loss) from
continuing
operations $ (6,140) $ 4,712 $ (1,428) $ (1,042)
Income related to
discontinued
operations (260) -- (260) --
----------------------------------- -----------
Net loss $ (6,400) $ 4,712 $ (1,688) $ (1,042)
=================================== ===========

Basic net loss per
share $ (0.51) $ (0.12) $ (0.12)
=========== =========== ===========
Diluted net loss per
share from
discontinued
operations $ (0.02) $ (0.02) $ --
=========== =========== ===========
Diluted net loss per
share $ (0.53) $ (0.14) $ (0.12)
=========== =========== ===========

Weighted average
number of shares used
in computing basic
net income (loss)
per share 11,979,216 11,979,216 8,651,661
=========== =========== ===========
Weighted average
number of shares used
in computing diluted
net income (loss)
per share 11,979,216 11,979,216 8,651,661
=========== =========== ===========

Notes to the reconciliation:
----------------------------
a - Inventory write off.
b - Amortization of intangible assets and its related tax benefit.
c - Stock based compensation
d - Impairment in related with investment in Companies.
e - Gives effect to the acquisition by BOS of the assets of Dimex
System Ltd ("Dimex"), which closed in March 2008, as if it had
occurred, on January 1, 2008.

RECONCILIATION OF NON-GAAP FINANCIAL RESULTS
CONDENSED EBITDA FROM CONTINUING OPERATIONS
(U.S. dollars in thousands, except per share amounts)

Three months ended Twelve months ended
December 31, December 31,
---------------------- ----------------------
2008 2007 2008 2007
---------- ---------- ---------- ----------
Net loss Non-GAAP
from continuing
operations $ (1,783) $ (423) $ (1,428) $ (1,042)

Non GAAP adjustment:

Financial expenses,
net 99 47 621 469

Depreciation 78 27 256 107

Tax on income 35 (24) (318) 103
---------- ---------- ---------- ----------

EBITDA $ (1,571) $ (373) (869) (363)
========== ========== ========== ==========
-0-
CONTACT: B.O.S. Better Online Solutions Ltd.
Mr. Eyal Cohen, CFO
+972-3-954-1000
eyalc@boscom.com