Empower Technologies™ Signs Binding Letter of Intent November 9, 2011 – Richmond and Vancouver, British Columbia, Canada – Empower Technologies Corporation (TSX.V: EPT) (“Empower”) announces the Company have entered into a Binding Letter of Intent to acquire 100% of defense contractor Northstar Electronics, Inc. (“Northstar”) a Delaware company listed on OTCBB under the symbol “NEIK” with head office in Vancouver, British Columbia. Under the terms of the Binding Letter of Intent, Empower will purchase 100% of Northstar by exchanging a certain number of Northstar shares for Empower shares and such exchange ratio will be disclosed upon the signing of the definitive purchase agreement on or before December 31, 2011 or such later date as agreed by both parties and subject to the satisfactory completion of due diligence and regulatory approvals and any other approvals required for both companies. Empower will assume Northstar debt and approximately $6 million of firm purchase orders under sale contracts from customers that will run from now through 2012 and beyond. Under the terms of the Binding Letter of Intent, Empower and Northstar will also sign a Loan Agreement for Empower to provide a company loan to Northstar for additional working capital to service its sales orders. The definitive purchase agreement must be signed on or before December 31, 2011 and the purchase is to be completed on or before March 31, 2012 or such later date as agreed by both parties. Northstar (www.northstarelectronics.com) has ISO9001 manufacturing operations in St. John’s, Newfoundland. Northstar’s target customers are defense, aerospace and Homeland Security prime contractors. Northstar businesses are: Advanced Sonar Technology Northstar has specialized sonar and marine engineering expertise to develop and to manufacture sonar systems. Northstar designs sonar detection systems, under contract, for homeland security and military applications. Contract Manufacturing Northstar has manufactured submarine control consoles for a major defense contractor for a number of years. Recently, Northstar signed a Manufacturing License Agreement (MLA) with a major defense contractor that enables the company to produce submarine control consoles for their international clientele. Northstar is increasingly focused on console manufacturing for surface naval ships as well. Systems Integration Northstar has in-house expertise to play the role as a prime contractor/system integrator. This role requires Northstar to manage, engineer, quality control, coordinate and define interface between multiple subcontractors to perform specialized tasks to bring the various components together into complete systems. Empower is impressed by Northstar’s sales and marketing effort to successfully acquire defense business from major suppliers in the US and Canada. Northstar’s customer base in the defense industry is a strategic conduit for Empower to sell its very advanced real time high performance embedded systems and real time imaging products and services. “Our company’s sales growth has been hampered by the limited access to capital since the global financial crisis of 2008 – 2009. The road forward was a slow one and 2010 proved to be financially challenging for Northstar to get ahead.” said Dr. Wilson Russell, CEO of Northstar, “The lack of capital has hampered Northstar’s ability to increase sales. Now with Empower, a well-established TSX Venture Exchange listed corporation with a proven track record in financing, we expect that Empower will bring the much needed capital to Northstar to spur growth.” “We welcome Northstar to join the Empower family. We are certain Northstar will bring incredible value to our company. Empower’s situation has always been lack of sales. Empower has IP (Intellectual Property), embedded and imaging technologies and products and services. With the new imaging products coming out soon from Empower, Empower’s sales are about to start. This planned Northstar purchase will catapult that and serve as the catalyst to bring the much wanted significant sales to Empower almost overnight.” said Paul Leung, CEO of Empower, “In the same token, Empower’s manufacturing expertise will help improve Northstar’s gross margin and profitability. We have noted Northstar had sales in the millions in the past but it was not as profitable as one would have expected. Empower has made that the priority to break the pattern and turn Northstar’s net sales into healthy profit along with Empower’s in the combined company’s bottom line for years to come.” Performance Capital, Principal Gordon Monk, is acting as the advisor to Empower on the Acquisition. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
About Empower Technologies™ Founded in 2000, Empower Technologies (TSX.V: EPT) is an innovative company that brings the power and flexibility of the LEOs® (Linux Embedded Operating System) to the dynamic embedded computing Industry and the emerging Intelligent Appliance Market, through their development of Linux-based operating software, embedded system technologies and solutions. The products and services that form the base of its business activities include an embedded system development platform for LEOs®, based on Texas Instruments™ embedded CPU platform, that fulfill the needs and demands of developers and the embedded computing Industry. Empower is continuing to develop LEOs® and newer versions of embedded CPUs in line with Texas Instruments™. By uniting top professionals from within the computer industry and developing quality partnerships and strategic alliances, Empower is committed to being the leading developer of Linux-based operating software and embedded system technologies and solutions for electronics manufacturers and developers. Empower's brands are “LEOs®”, “LinuxDA™”, Linux-based embedded operating systems, “BullsEye” Video Imaging Technology, “PowerPlay™”, smart consumer electronics.
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