Route1 Inc.

Route1 Inc.

September 17, 2009 22:11 ET

Route1 Board Clarifies Dissident Statements and Focuses on the Business

TORONTO, ONTARIO--(Marketwire - Sept. 17, 2009) - The Board of Directors for Route1 Inc., (TSX VENTURE:ROI) a security and identity-based services company is issuing this release to clarify recent statements made in the dissident proxy circular and subsequent releases in the media.

The Board is focused on creating real shareholder value in the Company.

The Company has a tremendous opportunity for revenue growth, profitability and share appreciation based on a potential wide spread adoption of its security and identity management technology. Despite this ever-present opportunity there has been significant erosion in shareholder value over the past five (5) years. These unsatisfactory returns were generated under the leadership of K. Andrew White as President and CEO. Despite the ongoing efforts of the Board to provide direction to Mr. White he was not responsive -

- Repeated requests for a properly documented strategy and business plan with key milestones and dates for execution were ignored

- Repeated requests for a plan to facilitate and execute proper financing to ensure the necessary capital for growing the Company were not provided

As set out previously in the Chairman's letter to shareholders, serious concerns recently emerged regarding certain compensation and fee matters not approved by the Board.

As a result of the above, the Board came to the conclusion that a new CEO was required to lead the Company forward.

K. Andrew White's primary focus in this dissident action is to be reinstated as President and CEO.

Despite the stated level of support - Mr. White has asked shareholders to absorb the costs of this dissident action without fully disclosing what these are. So far, he has indicated that $200,000 will be paid to Spinnaker for proxy solicitation. This excludes legal costs, transfer agent fees, Broadridge fees, press releases, travel and any additional filings fees. Similar dissident actions have resulted in a final cost significantly above the amount disclosed. The Company cannot afford this and Mr. White should disclose what the full cost to shareholders will be should he be successful.

Mr. White should all disclose why he has -

- proposed to apparently double the compensation payable for the proposed dissident Board

- Contracted to pay advisory fees approaching $120,000 to help arrange financing with a chartered bank. This should have been the job of management.

Route1 is progressing well under the direction of the Interim President and CEO

- Necessary financing arrangements have been committed to

- The Quest Government Services relationship has been strengthened as the company continues to expand sales to the U.S. government.

- Launch of MobiKEY Fusion device providing service through ID Access cards has garnered positive response.

- Sales have accelerated to the Government of the Netherlands, the Government of Canada and various commercial customers.

Mr. Peloso has agreed to remain in the position until such time as the Board reaches a final decision on a new CEO.

The Board takes its fiduciary responsibilities to all shareholders very seriously.

- The Board has not fabricated any of the issues set out in the Chairman's letter.

- The accusation that the Board is attempting to entrench itself is false and has no merit.

- The Board stands by its disclosure regarding the TSX request for more information on Mr. White's dismissal.

- The decision to remove Mr. White as President and CEO was made by the independent directors including the Chair of the Audit Committee who is standing for election as part of the dissident slate.

Your Vote is essential to secure a profitable future for Route1

Route1 needs a President and CEO who can:

- Realize on revenue opportunities and expand the subscriber base among governments and commercial enterprises.

- Focus on core activities that generate profitable growth

- Transform Route1 into a sales and marketing organization to capitalize on the strength of its security solution

- Work with the board to develop and execute a formal strategy and business plan.

- Work with the board to ensure Route1 has the proper financing to ensure its ability to meet future growth requirements

It essential that shareholders support and vote for the current Board as nominated in the Management Information Circular so the current Board can continue to execute the necessary changes critical to the future success of Route1.


Route1 delivers award-winning security and identity management solutions to customers world-wide. These solutions provide universal, secure access to all digital resources and sensitive data. At the heart of Route1's solutions is MobiNET, a communications and service delivery platform focused on identity management and entitlement-based access to resources. Route1's patent-pending solutions are based on FIPS-140-2 cryptographic modules, and simplify the process of meeting increasingly stringent regulatory requirements around privacy and security. Headquartered in Toronto, Route1 is listed on the TSX Venture Exchange (symbol: ROI). For more information, visit

This news release is required by applicable Canadian laws and does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Certain statements in this press release may contain words such as "could", "expects", "may", "anticipates", "believes", "intends", "estimates", "targets", "envisions", "seeks" and other similar language and are considered forward-looking statements or information under applicable securities legislation. These statements are based on Route1's current expectations, estimates, forecasts and projections about the operating environment, legal environment, economies and markets in which Route1 operates. These statements are subject to important assumptions, risks and uncertainties, which are difficult to predict and the actual outcome may be materially different from those contemplated in forward-looking statements. Unless otherwise required by applicable securities laws, Route1 disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

(C)2009 All rights reserved. Route1, the Route1 Logo, Mobi, Route1 MobiKEY, TruOFFICE, PurLINK, EnterpriseLIVE, DEFIMNET, IBAD and Route1 MobiNET are either Registered Trademarks or Trademarks of Route1 Inc. in the United States and or Canada. All other trademarks and trade names are the property of their respective owners.

The TSX Venture Exchange has not reviewed or approved the contents of this press release and does not accept responsibility for its adequacy or accuracy.

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