Allegiance Capital Facilitates Acquisition of Sendec by API Technologies and Vintage Capital Management

Allegiance Capital Corporation recently facilitated the acquisition of client SenDec, by API Technologies Corp. End Quote

Dallas, TX (1888PressRelease) February 10, 2011 - Allegiance Capital, an investment bank serving privately-held middle-market companies, has facilitated the acquisition of its client SenDEC, by API Technologies Corp. (OTC Bulletin Board: ATNYD) and Vintage Capital Management LLC, who announced a definitive merger agreement January 10. The transaction closed on January 24. SenDEC, is a leading defense electronics manufacturing services company headquartered in Fairport, NY. API Technologies Corp. is a provider of secure communications, electronic components and subsystems to the global defense and aerospace industries.

Ken Fiske, co-founder and CEO of SenDEC commented, "Allegiance Capital's investment bankers provided very valuable guidance throughout the process of selling SenDEC and enabled us to achieve optimal results. Bill van Wagner, who led the Allegiance Capital team, identified several acquirers and helped us to understand and evaluate our options. We were very pleased to have Bill representing our interests and helping to create a deal structure that could make the transaction advantageous for all parties involved." API Technologies Corp. acquired 100% of the equity of SenDEC, which includes SenDEC's electronics.

API Technologies Corp. acquired 100% of the equity of SenDEC, which includes SenDEC's electronics manufacturing operations and approximately $30 million of cash, in exchange for the issuance of 22 million API common shares to an affiliate of Vintage Capital Management LLC. SenDEC generated approximately $90 million in revenue and over $3.5 million in net income during their fiscal year ended July 31, 2010.

Brian Kahn, managing member of Vintage, has become Chairman and CEO of API. SenDEC is now an operating subsidiary of API and Ken Fiske is continuing as its CEO. API Defense USA continues to operate as a subsidiary of API and Steve Pudles is continuing as its CEO. At the Closing, the existing members of the API Board of Directors other than Eric Goldberg and Donald Wright resigned, and Brian Kahn and Mel Keating joined the API Board. Following the closing, Ken Krieg, Matthew Avril and Ken Fiske are expected to also join the API Board of Directors.

Allegiance Capital Corporation
Allegiance Capital Corporation is a full-service investment bank specializing in the middle market (companies with revenue from $20 million to $500 million). With offices in Dallas, Chicago, New York, Minneapolis/St. Paul, and Seattle, Allegiance Capital assists companies in every aspect of selling and financing a business, including debt restructuring, mezzanine financing, executing leveraged buyouts, strategic partnering, consulting and other related services. For more information, refer to the company website, www.allcapcorp.com. To learn more about Allegiance Capital Corporation visit www.allcapcorp.com. Subscribe to the Capital Ideas blog by visiting www.allcapcorp.com/blog.

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