Mace Announces Filing of a Preliminary Proxy to Obtain Authorization of a One-for-Two Reverse Stock Split to Comply With Nasdaq Listing Requirements

Business Wire, Nov 7, 2002

Business Editors

MOUNT LAUREL, N.J.--(BUSINESS WIRE)--Nov. 7, 2002

Mace Security International, Inc. (Mace) (Nasdaq:MACE), a manufacturer and marketer of security products and provider of car care services, today announced that its Board of Directors authorized the Company to hold a special stockholders meeting to obtain authorization for a one-for-two reverse stock split.

The purpose of the reverse stock split is to have Mace's common stock trade above $1.00 in compliance with Nasdaq listing requirements. If the stockholders authorize the reverse stock split, Mace's Board of Directors will have the authority not to implement the reverse stock split in the event that the Company's Board of Directors determines that a reverse stock split would not be in the best interest of Mace's stockholders.

If the bid price of the Company's common stock increases to and remains above $1.00 for 10 consecutive trading days (or longer, at the discretion of Nasdaq) and becomes in compliance with Nasdaq listing requirements prior to the Special Meeting of Stockholders on December 16, 2002, the Company's Board of Directors currently does not intend to implement the reverse stock split.

Chairman and Chief Executive Officer of Mace, Louis D. Paolino, Jr., said, "We are taking the necessary steps to comply with Nasdaq listing requirements and ultimately regain investor interest in Mace. The Board of Directors has put forth tremendous consideration prior to authorizing the reverse stock split and we believe that the Company will be in a stronger position to increase shareholder value in the future by remaining on the Nasdaq National Market System."

He added, "The fundamentals of the business continue to be strong. Mace continues to be in a solid financial position producing positive cash flow from our business, reducing debt and conserving cash in the bank for future business initiatives. We are in full compliance with all of our bank debt covenants and enjoy a low leverage ratio in the mid-thirty percent range. In addition, our present book value per share is in excess of $2.00 per share. At the current level of our stock price, we consider Mace to be significantly undervalued."

If the proposed one-for-two reverse stock split is executed, Mace will issue one share for every two shares of common stock outstanding. The percentage ownership of each shareholder's stake will not change.

Mace Security International, Inc. is a manufacturer of less-than-lethal defense sprays and electronic security products for consumers, as well as a marketer of safety and security products worldwide. Mace is also a leading provider of car care services. Additional information about Mace is available at www.mace.com.

Certain statements and information included in this press release constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. When used in this press release, the words or phrases "will likely result", "are expected to", "will continue", "is anticipated", "estimate", "projected", "intends to" or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995.

Such statements are subject to certain risks, known and unknown, and uncertainties, including but not limited to economic conditions, dependence on management, dilution to shareholders, lack of capital, the effects of weather on the demand for car care services, the effects of rapid growth upon the Company and the ability of management to effectively respond to the growth, its ability to achieve operating synergies, its ability to compete, regulatory matters, the effects of competition, its ability to maintain the control of the Company's cash business, and the ability of the Company to obtain additional financing.

Such factors could materially adversely affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed within this press release. Additional discussion of factors that could cause actual results to differ materially from management's projections, forecasts, estimates and expectations are contained in the Company's SEC filings, including its S-3 registration statements, Form 10-K for 2001, Form 10-Q for the quarter ended March 31, 2001, Form 10-Q for the quarter ended June 30, 2001, Form 10-Q for the quarter ended September 30, 2001, Form 10-Q for the quarter ended March 31, 2002 and Form 10-Q for the quarter ended June 30, 2002.

This press release should be read in conjunction with the financial statements and notes contained in the Company's annual report on Form 10-K and the Company's quarterly reports on Form 10-Q.