WPCS Files Preliminary Proxy to Address $1.00 Bid Price Deficiency

SUISUN CITY, CA--(Marketwired - Feb 20, 2015) - WPCS International Incorporated (NASDAQ: WPCS), which specializes in contracting services for communications infrastructure, announced that today it filed a preliminary proxy statement in connection with a special meeting of the Company's stockholders to seek approval to potentially effectuate a reverse stock split of the Company's common stock, should the Company's Board of Directors deem it to be necessary to evidence compliance with the $1.00 bid price requirement of the NASDAQ Capital Market.

On November 3, 2014, NASDAQ granted the Company a grace period through May 4, 2015 to evidence compliance with the minimum bid price requirement of NASDAQ. According to Sebastian Giordano, Interim Chief Executive Officer of WPCS, "While we certainly hope that our stock price can rebound before the grace period expires, and thus satisfy the NASDAQ requirement without the need to do a reverse stock split, it is prudent to take this precautionary measure. Given the steps and timeline required to hold a special meeting of stockholders before the compliance deadline, we needed to file this proxy statement now."

In addition, on February 12, 2015, the Company submitted its formal response to the letter it received from NASDAQ on December 29, 2014 regarding the Company's non-compliance with the $2.5 million stockholders' equity requirement for continued listing on the NASDAQ Capital Market.

About WPCS

WPCS provides communications infrastructure contracting services to the public services, healthcare, energy and corporate enterprise markets worldwide. For more information, please visit www.wpcs.com.

OTHER IMPORTANT INFORMATION

In connection with a special meeting of its stockholders, WPCS has filed a preliminary proxy statement with the United States Securities and Exchange Commission (the "SEC"). WPCS will mail the definitive proxy statement to its stockholders when available. BEFORE MAKING ANY VOTING DECISION, WPCS'S STOCKHOLDERS AND INVESTORS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS AND SUPPLEMENTS) AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSALS SET FORTH THEREIN. Investors and security holders may obtain, without charge, a copy of the definitive proxy statement, as well as other relevant documents containing important information about WPCS at the SEC's website (http://www.sec.gov). You may also read and copy any reports, statements and other information filed by WPCS at the SEC public reference room at 100 F. Street, N.E., Washington DC 20549. Please call the SEC at 1-800-SEC-0330 for further information. 

WPCS and its directors and officers may be deemed to be participants in the solicitation of proxies for the special meeting of stockholders. WPCS will file with the SEC and mail to its stockholders a definitive proxy statement for the special meeting of the stockholders. The definitive proxy statement will contain important information regarding the participants in the solicitation and proposals submitted to the stockholders for approval at the special meeting.

Statements about the Company's future expectations, including future revenue and earnings and all other statements in this press release, other than historical facts, are "forward-looking" statements and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve risks and uncertainties and are subject to change at any time. The Company's actual results could differ materially from expected results. In reflecting subsequent events or circumstances, the Company undertakes no obligation to update forward-looking statements.