Active Control Technology Inc.

Active Control Technology Inc.

August 23, 2011 08:00 ET

Active Control Acquires PowerCart Systems Inc.

TORONTO, ONTARIO--(Marketwire - Aug. 23, 2011) - Active Control Technology Inc. (TSX VENTURE:ACT) ("Active" or the "Company"), a leading provider in the design, manufacture and marketing of both wireless and fiber network solutions for mine communications, and the commercial security and access control industries, announced today that, further to its press release of August 12, 2011, it has closed the acquisition of all of the issued and outstanding shares of PowerCart Systems Inc. ("PowerCart").

Pursuant to the terms of the share purchase agreement, on closing, two nominees of PowerCart, Jonathan Emanuel and Esther Schwartz, were appointed directors of Active. The board of directors was increased by one and Paul Jaggard resigned as a director to accommodate the appointment of the PowerCart nominees. Mr. Jaggard used the opportunity of the PowerCart transaction to resign from the board due to the time commitments of his primary endeavours. On behalf of the board, Michael Abbene, Chairman of Active, wished to express his thanks to Paul Jaggard for his services to the Company as Chairman of the Audit Committee. The board of directors is currently comprised of Michael Abbene, Doug Barre, Graham Warren, Steve Barrett, William R. Johnstone, Jonathan Emanuel and Esther Schwartz.

Jonathan Emanuel has been the CEO of PowerCart since 2008 and during this period has grown both the margins and revenues. Prior to PowerCart, Jonathan worked on the successful restructuring and sale of a technology company for one of the leading merchant banks in Toronto. Prior to this, Jonathan worked in technology companies involved with software development and/or consulting. During this period he was involved in multiple transactions either integrating, acquiring or selling companies. Jonathan has held a number of senior positions including CFO, CIO and CEO.

Esther Schwartz joined PowerCart as CFO in the fall of 2010. She has been involved in finance and operations for over 25 years. Over that time, Ms. Schwartz has held senior management positions in technology companies and project management firms. She co-founded a project management solutions company that provided recruitment and placement services and resource optimization systems for Canada's FP1000 companies. Profitable since inception, the company employed more than 20 professionals and was sold in its fifth year.

"We are very pleased to have closed this transaction and look forward to integrating our operations and realizing on the tremendous synergies and business opportunities" said Graham Warren, Active's CEO. Jonathan Emanuel, PowerCart's CEO commented: "Bringing the two companies together creates a platform for increased margins while allowing technological and revenue growth."

As a result of the consolidation as detailed in the Company's press release of August 17, 2011 and the acquisition of PowerCart, the Company currently has 17,504,592 common shares issued and outstanding.

About PowerCart

PowerCart is the original industry founder of mobile power solutions with a legendary reputation for reliability and on-time delivery with over 30,000 units sold. PowerCart continues to lead the industry in design and innovation, for solutions requiring backup and mobile power. PowerCart offers all of its solutions in the retail, warehousing, courier and mining sectors with a bumper-to-bumper one year warranty – the best in the industry. PowerCart has locations in Mississauga, Ontario, Canada, and Medina, Ohio, USA. For more information, visit

About Active Control Technology

Active Control Technology is involved in the design, manufacture and marketing of both wireless and fiber network solutions for mine communications, and the commercial security and access control industries. The Company has two product lines: ActiveMine™, a fully integrated wireless and/or fiber communications and locating technology for underground coal mines, and ActiveSecure™, a family of wireless products for the access control industry. Located in Burlington, Ontario, Canada, Active Control Technology trades publicly on the TSX Venture Exchange under the symbol ACT. For more information, visit

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Cautionary Note Regarding Forward-Looking Statements: This press release contains forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document, the words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions are intended to identify forward-looking statements. Such statements reflect our current views with respect to future events and, as such, are subject to risks and uncertainties. Many factors could cause our actual results to differ materially from the statements made, including those factors discussed in filings made by us with the Canadian securities regulatory authorities. Should one or more of these risks and uncertainties, such as changes in demand for and prices for the products of the Company or the materials required to produce those products, labour relations problems, currency and interest rate fluctuations, increased competition and general economic and market factors, occur or should assumptions underlying the forward looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, or expected. We do not intend and do not assume any obligation to update these forward-looking statements, except as required by law. The reader is cautioned not to put undue reliance on such forward-looking statements.

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