EMRISE CORPORATION’S PENDING ACQUISITION OF ADVANCED CONTROL COMPONENTS, INC. RECEIVES NEW JERSEY ENVIRONMENTAL CLEARANCE

Company Expects Closing On or About August 15, 2008

RANCHO CUCAMONGA, Calif.—August 7, 2008—EMRISE CORPORATION (NYSE Arca: ERI), a multi-national manufacturer of defense and aerospace electronic devices and communications equipment, today announced that privately held, Eatontown, N.J.-based Advanced Control Components, Inc. (“ACC”) received clearance from the New Jersey Department of Environmental Protection (“NJDEP”) for the pending acquisition of ACC by EMRISE.

The NJDEP clearance allows EMRISE to proceed with the closing of the acquisition of ACC, which is expected to occur on or about August 15, 2008, according to EMRISE President and Chief Executive, Carmine T. Oliva. “Now that ACC has obtained this clearance, we look forward to completing the acquisition and realizing the benefits of the synergies of ACC’s product lines and market presence and the positive impact of ACC’s incremental revenue and accretive net income contributions to our anticipated financial results during the second half of 2008 and beyond.”

ACC has supplied high performance radio frequency and microwave devices and subsystems to the military, aerospace, commercial and instrumentation markets for more than 26 years.

Oliva remarked: “We believe that ACC is an ideal strategic fit for EMRISE because of its U.S. operations, military business, talented management team and East Coast location, which complements our West Coast and European presence. In addition, our European-based RF operations provide a regional presence to support ACC’s expansion into Europe. As a result, we are confident that ACC will play a significant role in EMRISE’s future growth and profitability.”

On May 28, 2008, EMRISE announced the entry into a definitive agreement to acquire ACC and that compliance with the New Jersey Industrial Site Recovery Act, administered by NJDEP, was required before closing the transaction. ACC qualified for NJDEP’s accelerated “Cleanup Star” program and has obtained a final “no further action” letter and covenant not to sue through the Cleanup Star program.

A review of the ACC acquisition will be provided during EMRISE’s second-quarter conference call later today. See EMRISE’s press release dated August 5, 2008, for telephone and internet access to the call. For more information, see EMRISE press release dated May 28, 2008: “EMRISE Executes Agreement to Acquire Advanced Control Components, Inc.”

About EMRISE Corporation

EMRISE designs, manufactures and markets electronic devices, sub-systems and equipment for aerospace, defense, industrial and communications markets. EMRISE products perform key functions such as power supply and power conversion; RF and microwave transmission; digital and rotary switching; network access and timing and synchronization of communications networks. Primary growth driver applications for EMRISE products include commercial avionic “In-Flight Entertainment and Communications” products and communications “Network Timing and Synchronization” equipment. EMRISE serves customers in North America, Europe and Asia through operations in the United States, England, France and Japan. The Company has built a worldwide base of customers including all of the Fortune 100 in the U.S. that do business in markets served by EMRISE and many similar-size companies in Europe and Asia. For more information go to www.emrise.com

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

With the exception of historical information, the matters discussed in this press release, including without limitation EMRISE’s ability to proceed with the final steps in closing the acquisition of ACC, ability to successfully close the acquisition of ACC on or about August 15, 2008, ability to realize the complementary benefits of ACC’s product lines and market presence, ability to benefit from ACC’s revenue and net income and their incremental contributions to our anticipated financial results during the second half of 2008, ability to facilitate ACC’s expansion into Europe, and the ability for ACC to play a significant role in EMRISE’s future growth and profitability are all forward-looking statements that involve a number of risks and uncertainties. The actual future results of EMRISE CORPORATION could differ from those statements. Factors that could cause or contribute to such differences include, but are not limited to, unforeseen material adverse conditions as determined by EMRISE or Sellers of ACC which prevent the closing of the acquisition on or about August 15, 2008 or at all; unforeseen difficulties in finalizing the necessary financing which could prevent the closing of the acquisition on or about August 15, 2008 or at all; difficulties in integrating ACC into EMRISE; economic and/or political factors that may adversely impact ACC’s ability to market and/or sell its current and/or future products and/or if such conditions materially impact the gross profit on such products; failure of ACC’s customers to continue to do business with ACC once acquired by EMRISE; failure of ACC to achieve net sales, gross profit and/or net income results as expected in the second half of 2008 or in future periods beyond that date; failure of European customers to accept ACC’s products and/or the existence of political and/or economic climates in Europe that make it difficult for EMRISE to market ACC’s products in Europe and those factors contained in the “Risk Factors” Section of EMRISE’s Form 10-K for the year ended December 31, 2007, and other EMRISE filings.

 

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