Magic Software Enterprises Ltd. (Nasdaq: MGIC), a global provider of cloud and on-premise enabled application platform and business integration solutions, today announced that it entered into definitive agreements on December 20, 2010, to sell securities to institutional investors in a private placement for aggregate gross proceeds of approximately $21.2 million.  The closing of the offering is expected to occur on or about December 23, 2010 and is subject to the satisfaction of customary closing conditions.

Under the terms of the offering, the Company will sell an aggregate of approximately 3.26 million ordinary shares at a price of $6.50 per share.  Certain of the purchasers will also receive warrants to purchase up to an aggregate of approximately 1.13 million ordinary shares at an exercise price of $8.26 per share.  The warrants are exercisable as of six months from the date of issuance, have a term of three years, and the exercise price is subject to future adjustment for various events, such as stock splits or dividend distributions.  The securities offered and sold in the private placement have not been registered under the Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration, or an applicable exemption from registration under the Securities Act and applicable state securities laws. The Company intends to use the proceeds of the private placement for working capital purposes.

Rodman & Renshaw, LLC (Nasdaq: RODM), a wholly-owned subsidiary of Rodman & Renshaw Capital Group, Inc., acted as the exclusive placement agent for the offering.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities.