Astrodyne Adds On

Astrodyne, a Mansfield, Mass.-based provider of power conversion solutions, has acquired the assets of RO Associates from Emrise Corp. (NYSE Arca: ERI) for approximately $1 million in cash plus the assumption of certain liabilities. RO provides standard and semi custom power supply products. Audax Group bought Astrodyne in 2008.

 PRESS RELEASE
EMRISE CORPORATION (NYSE Arca: ERI) , a multi-national manufacturer of defense, aerospace and industrial electronic devices and communications equipment, today announced that it has sold substantially all the assets of the San Jose, CA-based RO Associates Incorporated subsidiary of EMRISE Electronics Corporation, a subsidiary of EMRISE, to Astrodyne Corporation for approximately $1 million in cash plus the assumption of certain liabilities. Astrodyne, a leading provider of power conversion solutions worldwide, is headquartered in Mansfield, MA. Pennsylvania based Boenning & Scattergood, Inc. supported EMRISE as financial advisors in relation to the transaction.

Upon closing, EMRISE received net proceeds of approximately $600,000 after fees and other costs related to the transaction. The proceeds will be used by the Company for working capital purposes. The purchase price is subject to an upward or downward working capital adjustment within 90 days of the date of closing. Further details of the transaction will be disclosed in a Form 8-K to be filed with the Securities and Exchange Commission.

EMRISE Chairman and Chief Executive Officer Carmine T. Oliva said that completing this transaction will help strengthen EMRISE’s working capital, will reduce its operating costs, will improve its bottom line going forward and it will free EMRISE management, with the support of Boenning & Scattergood, Inc., to focus on additional strategic initiatives designed to eliminate its term debt.

“The sale of RO associates is the fourth sale that we have successfully completed in a little more than 18 months,” Oliva added. “With the sale of these four businesses, we believe we have demonstrated our commitment and ability to take the steps necessary to eliminate our term debt and to focus our business in those areas that we believe will allow us to maximize value for our shareholders and other stakeholders.”

EMRISE is planning to release its audited 2009 financial results and hold a conference call to discuss those results on or before the end of this month. The Company will issue a news release in advance announcing the time and date for the release of its 2009 financial results and for its conference call.

About RO Associates

RO Associates provides a range of standard and semi custom power supply products. Its products include high and low voltage, high-specification, and high reliability power supplies for applications in hostile environments such as those found in the aerospace and defense markets.

About Astrodyne Corporation

Astrodyne Corporation, headquartered in Mansfield, Massachusetts designs, manufactures and solves power conversion challenges worldwide. With over 3,000 cost-effective standard and modified standard products, Astrodyne’s power solutions span a broad array of markets and applications. Our industry-leading phone and instant online technical support delivers rapidly engineered solutions in response to each customer’s unique power requirements. For more information about Astrodyne Corporation and its products, please visit the company’s web site at www.astrodyne.com.

About EMRISE Corporation

EMRISE designs, manufactures and markets electronic devices, sub-systems and equipment for aerospace, defense, industrial and communications markets. EMRISE products perform key functions such as power supply and power conversion; radio frequency (RF) and microwave signal processing; and network access and timing and synchronization of communications networks. Primary growth driver applications for EMRISE products include the use of its RF devices in radio-controlled improvised explosive device (RCIED) jamming systems, and the use of its Network Timing and Synchronization products in edge networks. EMRISE serves customers in North America, Europe and Asia through operations in the United States, England and France. The Company has built a worldwide base of customers including a majority of the Fortune 100 in the U.S. that do business in markets served by EMRISE and many similar-size companies in Europe and Asia. For more information go to www.emrise.com.