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Published on 12/31/2004 in the Prospect News PIPE Daily.

New Issue: Emrise sells $18 million of stock in private placement

New York, Dec. 31 - Emrise Corp. said it sold $18 million of stock in a private placement to 17 investors.

The company issued 12,503,500 shares at a price of $1.44 per share, according to an 8-K filing with the Securities and Exchange Commission Thursday.

The investors also received five-year warrants for up to 3,125,875 shares at an exercise price of $1.73 per share.

The warrants are callable after one year if Emrise stock trades above $3.46 for 30 consecutive trading days.

Emrise is a Rancho Cucamonga, Calif., manufacturer of defense and aerospace electronic components and subsystems and communications equipment, will use $4 million of the proceeds to complete the financing of a planned acquisition in Europe. Other acquisitions are planned. Emrise also expects the private placement will help fund internal growth initiatives.

Issuer:Emrise Corp.
Issue:Stock
Amount:$18 million
Shares:12,503,500
Price:$1.44
Warrants:For 3,125,875 shares
Warrant term:5 years
Warrant strike price:$1.73
Pricing date:Dec. 29
Settlement:Jan. 15
Stock price:$1.42 at close on Dec. 29
Investors:Pinnacle Fund, LP, JLF Offshore Fund, Ltd., JLF Partners I, LP, JLF Partners II, LP, Bonanza Master Fund Ltd., Roaring Fork Capital SBIC, LP, others

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