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EMRISE CORPORATION FINALIZES $23 MILLION MULTI-NATIONAL DEBT FINANCING

When “Credit flowing to American companies is drying up at a pace not seen in decades”

RANCHO CUCAMONGA, CALIFORNIA, December 5, 2007 - EMRISE CORPORATION (NYSE Arca: ERI), a multi-national manufacturer of defense, aerospace and industrial electronic devices and communications equipment, today announced that it has secured a three-year multi-national debt financing totaling $23 million. The company previously announced, on November 8, 2007, the receipt of a commitment letter regarding this debt financing and the fact that it anticipated closing the transaction on or before December 7, 2007. On November 30, 2007, EMRISE concluded the transaction. The new debt facility provides for a $7 million revolving credit line and a $6 million term loan. The revolving credit line and term loan will be used primarily for working capital purposes. The financing also provides for a separate term facility in the amount of $10 million to be available exclusively for purposes of acquisitions.

The $6 million term loan was funded entirely at the time of closing. Based upon EMRISE’s assets at the time of closing, 100 percent of the $7 million revolving credit facility was also available. In connection with the transaction, EMRISE retired existing debt totaling approximately $6 million with institutional lenders in the U.S., England, France and Japan.

Complete details of this debt financing will be filed with the Securities and Exchange Commission on Form 8K.

Commenting on the financing, EMRISE Chairman, President and CEO, Carmine T. Oliva, stated: “Finalizing this transaction is the culmination of six months of effort and represents a significant strategic achievement for EMRISE, particularly at a time when ‘Credit flowing to American companies is drying up at a pace not seen in decades’ as reported in the New York Times*. Also, securing a debt financing of this size and flexibility is a major tactical achievement for EMRISE. This financing provides greatly improved working capital which is necessary to grow our two primary growth drivers: ‘In-flight Entertainment and Communications’ products and ‘Edge Network Timing and Synchronization’ products. Having additional cash available through this financing is the foundation for our plans to achieve a highly profitable company with a much larger revenue base.”

Mr. Oliva continued, “We are particularly pleased that we were able to obtain this financing as a single multi-national financing structure which will support all of our operations in the U.S., Europe and Asia. Doing so allows us to maximize our borrowing power and has increased our total working capital availability from approximately $6 million to $13 million and has also provided us with a $10 million acquisition line. Because we were able to conclude this financing on our own terms and there was no desire by any of our previous lenders to restructure our existing debt, we feel that we were able to put together a financing solution which not only meets our needs at a consolidated level, but will also provide expanded availability for each of our subsidiaries.”

Regarding possible use of the $10 million acquisition term debt, Mr. Oliva continued: “Having $10 million of acquisition term debt available will enable Emrise to act quickly when acquisition opportunities arise, which is a strong competitive advantage when pursuing possible acquisitions. We are working intently with our investment bankers to conclude a transaction at the moment. Whether this transaction concludes or not, we are confident that we will identify other suitable acquisition targets and conclude a transaction in the near future. However, we will not conclude any transaction unless we are confident that we can achieve a high level of synergy with our current operations and, above all, the acquisition will be highly accretive of our earnings. Notwithstanding the high bar we have set for ourselves regarding potential acquisitions, we are confident that with this financing in place we will be able to move quickly on the acquisition front.”

About EMRISE CORPORATION

EMRISE Corporation is a multi-national manufacturer of defense, aerospace and industrial electronic devices and communications equipment. EMRISE’s electronic devices group, which consists of EMRISE Electronics Corporation and its international subsidiaries, provides power conversion, RF devices as well as digital and rotary switches to the North American, European and Asian electronic market. EMRISE’s communications equipment group, consisting of CXR Larus Corporation and CXR Anderson Jacobson, provides network access and timing and synchronization products to the North American, European and Asian communications industry. Founded in 1983, EMRISE operates out of facilities in the United States, England, France and Japan. As of November 30, 2007, EMRISE had approximately 300 employees in its various subsidiaries and divisions. Website: www.emrise.com. Listed on NYSE Arca under the ticker symbol: ERI.

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, statements regarding future growth of EMRISE Corporation, the ability of EMRISE Corporation to become highly profitable or to achieve a much larger revenue base, and the ability to move quickly or to conclude acquisitions that will be either synergistic or accretive to earnings are 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 the ability of EMRISE Corporation to identify acceptable acquisition opportunities and once identified, the ability to successfully close upon such opportunities; the willingness of the lender to fund future acquisitions; EMRISE Corporation’s ability to manufacture products to meet expected demand and existing and future orders; general market and economic conditions; changes in technology and governmental regulations and policies; competitive products and services; unforeseen technical issues and those factors contained in the “Risk Factors” Section of the Company’s Form 10-K for the year ended December 31, 2006 and other Company filings with the Securities and Exchange Commission.

* “As Lenders Tighten Flow of Credit, Growth at Risk,” by Peter S. Goodman, New York Times, 11/29/2007.

 

 

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