NEW YORK, NY - July 13, 2009 - API Nanotronics Corp. (OTCBB: APIA) ("API" or the "Company"), a leading supplier of electronic systems and sub-systems, components, nano-optics and nanotechnology products to the aerospace, defense and communications sectors, today announced the acquisition of substantially all of the operating assets of Cryptek Technologies.
Cryptek offers customers a variety of 'ultra' secure network and hardware solutions including Emanation Security, TEMPEST and secure network access under the ION, EMCON, SST and Netgard brand names. These industry leading offerings are sold to governments and other international organizations that require the highest possible level of security in the areas of identity validation, network access management, TEMPEST network intrusion prevention, and secure and encrypted fax, computers and telephones. As a global business with operations in the United States, Canada and the UK, Cryptek counts some of the world's largest military, government and intelligence agencies as customers.
The Cryptek acquisition was completed as an all-cash transaction with proceeds from corporate funds and a private placement. Cryptek's consolidated revenues for fiscal 2008 were in excess of $30 million. Management expects this acquisition to be significantly accretive to earnings.
As part of API, these businesses will operate as the newly formed API Cryptek Inc. Mr. William Anderson will serve as president of API Cryptek. Mr. Anderson was CEO of Cryptek from 2005-2008 and was instrumental in growing Cryptek into a leader in its industry, generating in excess of $30 million in annual revenue. In his role as President of API Cryptek, Mr. Anderson will report directly to Stephen Pudles, CEO of API. API has retained the majority of Cryptek's employees and expects no disruption in business operations.
Management considers this acquisition highly synergistic as 80-90% of both company's revenues are derived from government and military customers and there are tremendous opportunities to cross market API's broad networking and communications product offerings. This is regarded as the initial transaction in a larger strategic plan to position API as a leading global military supplier and customer solutions technology company. This acquisition moves API upstream as a top-tier designer and manufacturer of systems and subsystems for some of the world's largest companies and government agencies. As a significantly larger company, API will continue to pursue complimentary acquisitions and accelerate internal product development.
Stephen B. Pudles, Chief Executive Officer of API Nanotronics Inc., said, "This is a tremendous acquisition for API's customers, shareholders and employees. As part of API we believe Cryptek's assets will quickly generate growth and significant profitability. As a larger company generating significant cashflows, API will be in a strong position to support internal product development in a variety of new areas."
William Anderson, President of API Cryptek Inc., said, "I am extremely excited about the opportunity to lead API Cryptek through a new phase of growth with the support of a strong parent company like API Nanotronics. I believe this is a very powerful combination and decidedly positive for our employees and customers."
About API Nanotronics Corp. (OTCBB: APIA)
API Nanotronics Corp., through its wholly owned subsidiaries API Cryptek Inc., EMCON Emanation Control Ltd., Ion Network Solutions, Secure Systems & Technologies Ltd. API Electronics Inc., National Hybrid Inc., Filtran Group, TM Systems, Keytronics and API Nanofabrication Corporation, is engaged in the manufacture of electronic systems and components for the defense and communications industries. API is also developing a leadership position in the R&D and manufacture of nanotechnology and MEMS products. With a growing list of blue chip customers, including Honeywell/Allied Signal, General Dynamics, Lockheed Martin, L-3 Communications, Rockwell Collins, Raytheon, ITT and numerous other top technology-based firms around the world, API regularly ships products to clients in more than 34 countries. API owns state-of-the-art manufacturing and technology centers in New York, New Jersey, Virginia, Gloucester, UK and Ontario, Canada. API Nanotronics trades on the OTC Bulletin Board under the symbol APIA. For further information, please visit the company website at www.apinanotronics.com and also at www.cryptek.com.
Safe Harbor for Forward-Looking Statements:
Except for statements of historical fact, the information presented herein constitutes forward-looking statements. All forward-looking statements are subject to certain risks, uncertainties and assumptions which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks and uncertainties, which are more fully described in the Company's Annual and Quarterly Reports filed with the Securities and Exchange Commission, include but are not limited to, general economic and business conditions, the ability to acquire and develop specific projects, the ability to fund operations and changes in consumer and business consumption habits, our ability to protect our intellectual property, our ability to integrate and consolidate our operations, our ability to expand our operations in both new and existing markets, the effect of growth on our infrastructure and the effect of competition in the electronic components, nano-optics and nanotechnology industries. Should one or more of these risks or uncertainties materialize, or should the assumptions prove incorrect, actual results may vary in material aspects from those currently anticipated. All information in this release is as of the date hereof. We undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in the Company's expectations.