SYS Technologies Announces Acquisition of Ai Metrix

Business Wire, Oct 18, 2006

* Ai Metrix's Innovative Network Management Solutions Strengthen Company's Information Connectivity Solutions

* Ai Metrix Board Member Philip Trahanas to Join SYS Board of Directors

SAN DIEGO -- SYS Technologies (AMEX:SYS), a leading provider of information connectivity solutions that enable real-time, complex decision-making, announced it has acquired Ai Metrix, a provider of innovative network management solutions, for approximately 3.1 million shares of SYS common stock and the potential for additional consideration based on the achievement of certain future financial objectives.

Based in Reston, Virginia, Ai Metrix, which has 42 employees, all of whom will be staying with the company, will be operated as a wholly owned subsidiary in the SYS Public Safety, Security and Industrial Systems Group. Ai Metrix's revenues for the nine months ended September 30, 2006 were approximately $5.8 million. The transaction is anticipated to be accretive to the earnings of SYS. Ai Metrix's flagship product is NeuralStar - a network management platform that provides real-time network monitoring, analysis of performance metrics and captures, correlates and stores performance and alarm events for various network devices. This next-generation network management platform has become a key solution for converged enterprise networks and is the core network management platform for the Department of Defense's backbone network, known as the Global Information Grid (GIG).

"Ai Metrix's network management technology brings to SYS a unifying integration architecture that can be implemented across our family of information connectivity solutions," stated Cliff Cooke, CEO of SYS. "Its addition strengthens our Public Safety, Security and Industrial solutions offerings and enables us to provide a complete package - a key metric for selling into one of our targeted markets of small to medium-sized municipalities. In addition, there are also great synergies between Ai Metrix's technology and our Defense Solutions Group solutions. Therefore, we can leverage Ai Metrix to increase SYS's overall success in all the markets we serve."

The acquisition will expand SYS's customer base. In the military markets, the combined company will now have a customer base that includes major programs across the Department of Defense, the individual armed services, Joint Command, and the National Guard. Ai Metrix's current commercial customers include communications service providers and technology companies such as Cincinnati Bell, Broadwing and Microsoft, and will broaden SYS's commercial customer base.

"The rise of Net-centric applications and converged networks have increased demand for our network management solutions from commercial enterprises, government agencies, Department of Defense and homeland security organizations," stated Phillip Carrai, president and CEO of Ai Metrix. "Combining our market-leading network management technology with SYS's information connectivity solutions and the breadth of our combined customer relationships, we believe, will greatly increase the overall potential of our technology. I look forward to joining SYS, and I am excited about the opportunities that lie ahead."

Addition to SYS Board of Directors

Philip Trahanas, an Ai Metrix board member, will join the SYS board of directors in connection with the transaction. SYS's board of directors has increased to nine members. Mr. Trahanas is a managing director of General Atlantic, a global private equity firm with $10 billion under management.

"Phil's addition will strengthen our existing board of directors," stated Cooke. "He brings to the company extensive IT industry relationships and expertise. His unique insights and perspective will be invaluable to the company's new business development and success expanding our presence in our target markets."

"SYS and Ai Metrix offer advanced solutions for assuring the reliability of secure, complex, mobile networks," stated Trahanas. "Delivering such networks is one of the most important challenges defining the future of IT today and SYS is well-positioned to continue serving this market. I look forward to assisting the company and SYS's board of directors with capitalizing on this opportunity, creating substantial growth opportunities in the years ahead."

Trahanas joined General Atlantic from Morgan Stanley in 2000, where he was a member of the High Technology Corporate Finance Team and a Merger and Acquisition specialist. Before Morgan Stanley, Trahanas was an electrical engineer at General Electric, where he specialized in communications equipment and semiconductor design.

Trahanas has a B.E. in Electrical Engineering from The Cooper Union for the Advancement of Science and Art, an M.B.A. from the University of Pennsylvania's Wharton School and an M.S. in Engineering from the Moore School of Engineering. He holds director positions at A-Max Technology and PowerDsine.

USBX Advisory Services LLC, a Santa Monica, Calif., based investment bank with specialized security and government services practices, served as exclusive financial advisor to SYS for this transaction.