April 23, 1999 - ZTEST Electronics Inc.
MISSISSAUGA, ONTARIO--ZTEST Electronics Inc., ZTST - CDN, ("ZTEST") is pleased to announce that it has entered into an agreement with UNIQRYPT Technologies Inc. ("UNIQRYPT), one of ZTEST's strategic partners, to reorganize the financing arrangements between the two companies.
ZTEST has acquired an additional 937,500 common shares of UNIQRYPT at a price of $0.16 per share. The consideration for these shares was the cancellation of $150,000 in debt owed to ZTEST by UNIQRYPT. ZTEST now owns 1,900,500 common shares of UNIQRYPT representing approximately 16 percent of UNIQRYPT's issued and outstanding capital.
UNIQRYPT has also issued to ZTEST a secured debenture in the amount of $318,000.00 bearing interest at the rate of 7.5 percent per annum, calculated monthly in arrears and payable on the last day of each month (the "Debenture"). This Debenture will become due on March 31, 2002, is transferrable and assignable by ZTEST and is secured under a general security agreement. The Debenture is redeemable, in whole or in part, on 45 days notice by UNIQRYPT. The Debenture is convertible, in whole or in part, into common shares of UNIQRYPT on the basis of one common share of UNIQRYPT for each US$0.20 of debt converted on 15 days notice by ZTEST. UNICRYPT must contribute 15 percent of any new cash equity financings obtained prior to maturity to the repayment of the Debenture.
ZTEST provides design and manufacturing services to UNIQRYPT as part of a strategic alliance between the two companies. UNIQRYPT develops and sells products related to information security.
In addition to its proprietary line of Automatic Test Equipment, ZTEST offers Strategic Partner services in electronic design, development and manufacturing to emerging high tech companies in return for long-term manufacturing contracts, fees for services and equity positions.