Celtron International Signs Agreement to Acquire Satellite Security Systems

$35 million acquisitino would create unified satellite-based asset tracking firm


Celtron International Inc. (OTCBB:CLTR) announced today that it has signed a definitive agreement to acquire 100% of the outstanding shares of Satellite Security Systems ("S3"). S3 is an industry leader in tracking, monitoring, and controlling fixed and mobile assets for various Federal, Law Enforcements agencies, municipalities and corporations throughout North America.

Under the terms of the agreement, S3 shareholders will receive 67 million shares of Celtron Stock in exchange for 100% of the outstanding shares of S3. In addition, S3 management will assume all executive management responsibilities of Celtron and will move Celtron's headquarters from South Africa to the United States. Management will concentrate on the asset management business in the U.S. and develop and expand upon S3's commercial and government contracts.

Incoming CEO, Ken Dixon, summarizes the acquisition and new corporate structure as a new era for Celtron; the next logical step for S3 in being able to aggressively grow its core business. "S3 has been very successful in identifying and executing on clients' needs and even more importantly, meeting clients' expectations. We have never had a problem finding the need for our solutions. With access to the public markets, we now have the financial backing necessary to aggressively fulfill the large contracts our customers typically request of our technology and our end-to-end solutions." Dixon adds, "The combined S3 and Celtron will focus heavily on ensuring we leverage large, existing opportunities to quickly drive revenue, providing us additional cash resources that allow S3 to continue entering new markets and expanding our sales network through OEM and other major market opportunities."

Kenneth Dixon, formerly of the head of Automated Resource Logistics, helped design and implement the first indoor location system, and has years of experience in management of public companies. Mr. Dixon's 14 years as a military officer included serving as the Acquisition Officers for the Global Positioning System (GPS) and Position Location Reporting System (PLRS), the predecessor of today's automated location systems.

Incoming President and COO, John Phillips, co-founded S3, and is the principal system architect and engineer of S3's primary technology. Mr. Phillips brings with him financial management and investment banking experience, as well as a background as a former federal officer for the U.S. Government's Tactical Law Enforcement Team.

Incoming CFO Randall A. Smith has served as Vice President and Chief Financial Officer for several large manufacturing companies and is an expert in international business, mergers and acquisitions, fund raising (both public and private), business restructuring, and Sarbanes Oxley compliance. Mr. Smith has also served in the capacity of senior manager for the "big four" accounting firm, KPMG.

About S3

Satellite Security Systems' technology is used in the areas of covert vehicle monitoring and tracking, stolen vehicle recovery, and criminal apprehension, by the FBI, the U.S. Secret Service, U.S. Dept. of Homeland Security, U.S. Bureau of Immigration and Customs Enforcement, U.S. Department of Labor. Additionally, Washington DC Public School System, San Francisco Unified School District, Fairfax County Public Schools, InterState Oil Company, Sacramento Air Quality Management District, Gateway Cities of Governments, and more than 600 other entities utilize S3's solutions for various other commercial applications.

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