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Published on 6/29/2009 in the Prospect News PIPE Daily.

New Issue: API Nanotronics concludes $3.6 million placement of convertible notes

By Devika Patel

Knoxville, Tenn., June 29 - API Nanotronics Corp. raised $3.6 million in a private placement of 12% secured convertible promissory notes on June 23, according to an 8-K filed Monday with the Securities and Exchange Commission.

The notes are due on June 23, 2012.

They are convertible into common shares anytime after the company purchases substantially all of the assets of Cryptek Technologies Inc. through the foreclosure of a Cryptek loan at the greater of $0.75 per share and the variable weighted average share price of company during the three trading days ending on the date the company purchases the Cryptek loan.

Proceeds will be used to purchase all of the rights, title and interest of Wachovia Bank, NA and Wachovia Capital Finance Corp. in and to some loans and financing documents, including the Cryptek loan.

Based in Toronto, API manufactures electronic components and systems for the defense and communications industries.

Issuer:API Nanotronics Corp.
Issue:Secured convertible promissory notes
Amount:$3.6 million
Maturity:June 23, 2012
Coupon:12%
Price:Par
Yield:12%
Conversion price:Greater of $0.75 and the variable weighted average share price during the three trading days ending on the date the Cryptek loan is purchased
Warrants:No
Settlement date:June 23
Stock symbol:OTCBB: APIA
Stock price:$0.74 at close June 23
Market capitalization:$23.9 million

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