October 02, 2007 10:48 ET

Syscan to Acquire Cold Chain Domain Leader-Alternatives Technologie Pharma

MONTREAL, QUEBEC--(Marketwire - Oct. 2, 2007) - Syscan International Inc. ("Syscan")(TSX VENTURE:SYA) today announced a major acquisition through the signing of a Letter of Agreement dated September 27, 2007 (the "Agreement") to acquire all of the issued and outstanding common shares of Alternative Technologies Pharma ("ATP"). This arm's length transaction is subject to regulatory and shareholder approval.

ATP, a privately-held and profitable company based in Laval (Quebec), is a domain expert and leading provider of cold chain management solutions in the pharmaceutical, life sciences, health care and transportation markets. ATP's integrated solutions and services cover all regulatory compliance, monitoring, testing and supply for cold chain and product integrity management - incorporating, in part, licensed RFID technology from Syscan. (For more information, please visit Alternatives Technologie Pharma Inc. was incorporated on July 29, 2003 under Quebec's Minister of Finances Enterprise Registrar, Part 1A. The principal shareholders are Francois Leduc, President, Laval, Quebec, Jean Bedard, Vice-President, Ste-Therese, Quebec and Francis Bellido, Executive Chairman, Beaconsfield, Quebec.

ATP's unaudited numbers for the recent fiscal year ending July 31, 2007, show revenues of $1.4 million, an EBITDA of $252,194, and net income of $51,763. Its current sales orders, booked year to date fiscal 2008, shows over $ 2.5 million of definitive orders. Management expects the merged new entity, operating as Syscan International Inc., to present significant sales growth and new shareholder value.

Francois Leduc, Founder & President of ATP stated "ATP has been able to grow rapidly into a profitable company and soon found itself at a crossroads to define its path for future growth. This business combination allows both companies to strategically use their resources in a more synergistic way and to focus on greatly accelerated growth. The new entity will be a leading supply chain integrator for the maintenance and compliance of high value goods."

Joseph Tassone, President and CEO of Syscan, stated "This acquisition represents the next step in our pursuit of building a renewed, fast growing, company. The execution of our three pillar M&A strategy is in full swing having recently completed our first acquisition in May, 2007 (see "Syscan Closes Acquisition of Australian RFID Group" from June 7, 2007). With both these acquisitions, we are utilising our inherent core technology competence, linking it to a layer of domain experts in exceptional growth verticals, and adding another layer of regional distribution to build global presence. ATP's domain expertise, in a fast growing and profitable market, will allow the new Syscan to surpass critical mass quickly."

This transaction is exclusively for shares and no cash. Under the terms of the Agreement, the shareholders of ATP (Francois Leduc 72%, Jean Bedard 24%, Francis Bellido 4%) will receive 31,484,913 million shares of Syscan valued at $0.11 for a consideration of $ 3,463,341. The transaction also provides for future earn-out incentives of 7,871,228 million shares for Fiscal Year 2008, and an equivalent amount of shares for Fiscal Year 2009, conditional on the attainment of certain revenue projections. The issue price of these shares will be the market price at the time. Furthermore the agreement provides for the nomination of 2 additional directors by the vendors.

The closing of this acquisition is anticipated before calendar year end 2007 and, in addition to regulatory and shareholder approval is subject to customary due diligence of each party, execution of definitive agreements, an increase in the number of Directors on the Board and other customary conditions.

About Alternatives Technologie Pharma

Alternatives Technologie Pharma designs computerized products and services for the management of the cold chain. These products and services are integrated into global and specific solutions designed for the Life sciences and transport markets. The company's vision is to ensure the security and integrity of all sensitive products.

About Syscan International Inc.

Syscan is a unique supply chain solution provider to international markets delivering integrated real-time tracking and tracing systems that improve business efficiency through Radio Frequency Identification (RFID). Its standardized supply chain solutions include security and identification, traceability, temperature monitoring and quality control applications for personnel and goods, presently serving the food, pharmaceutical sectors and high-security access operations. The Company has established operations in North America, South America and Australasia. Shares of Syscan trade on the TSX Venture Exchange under the symbol SYA. There are currently approximately 47.2 million shares outstanding.

Completion of the transaction is subject to a number of conditions, including TSX Venture Exchange acceptance and disinterested shareholder approval. The transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Tele-Find should be considered highly speculative.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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