EMRISE CORPORATION Comments on Status of Process to Complete Stockholder-Approved Voluntary Plan of Dissolution and Close the Company

WOODBRIDGE, N.J., Oct. 12, 2018 — EMRISE CORPORATION (formerly traded on OTCQB under the symbol EMRI) (“EMRISE” or the “Company”), today said that, except for receiving a small number of official state-tax clearance notices (“Notices”), virtually all the steps necessary to conclude the stockholder-approved voluntary Plan of Dissolution (“Plan”) and wind down the Company’s remaining business and operations have been completed. The Plan was approved by its stockholders at a special meeting held on June 25, 2015. 

The Company paid all known State and Federal taxes some time ago; however, it is still waiting to receive the Notices. Once the Notices are received, EMRISE will then establish the timing for completing its wind down and determine the amount of funds remaining from the sale of the Company’s assets, if any, that could be distributed to its stockholders in the form of a fifth and final liquidation dividend payment (“Final Distribution”).

Any Final Distribution would consist of funds remaining from the sale of the Company’s assets, if any, after distributing the four prior liquidation dividends to stockholders, the payment of all obligations associated with the Plan including the payment of State and Federal taxes, final costs associated with the liquidation and dissolution, and liabilities or obligations incurred in connection with the completion of the Plan and dissolution of the Company.

EMRISE intends to notify its stockholders about the timing and amount of any Final Distribution as soon as it is able to complete the Plan and dissolve the Company.

Other Information For a detailed description of the Plan and the matters relating to it, stockholders are encouraged to read carefully the Company’s news release dated June 30, 2015, its Form 8-K filed with the Securities and Exchange Commission (SEC) on July 1, 2015, and the Proxy Statement it mailed to stockholders on or about May 11, 2015.


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Details of the sale of the Company’s wholly owned Electronic Devices subsidiary in England, EMRISE Electronics Ltd. (EEL), are contained in the Company’s news releases disseminated on June 30, 2015 and March 23, 2015, in its Proxy Statement mailed to stockholders beginning May 11, 2015 and in Forms 8-K filed with the SEC.  Details of the sale of CXR-AJ are contained in the Company’s news releases disseminated on February 18, 2016 and December 28, 2015, and in Forms 8-K filed with the SEC.