Encompass Group To Boost Sales and Distribution Power with Acquisition of Tritronics Inc.

2008-07-31 23:47:01 -

www.encompass.com - Encompass Group Affiliates, Inc. (OTC Bulletin Board: ECGA), an integrated company serving the consumer electronics segment of the reverse logistics industry, announced today that its Board of Directors has approved the acquisition of privately held Tritronics Inc. The transaction is expected to close within one week. An industry-leading original equipment manufacturer parts distributor for over thirty years, Tritronics

has operations in Baltimore and Miami, and distributes consumer electronic replacement parts and accessories to thousands of independent service dealers and OEM authorized service centers throughout the United States and Mexico.

The Company expects to acquire all of the outstanding equity interests in Tritronics in exchange for consideration of cash, a promissory note and an equity interest in the Company in the form of common stock. The acquisition and related transaction costs are expected to be financed from the sale of preferred stock principally to an affiliate of H.I.G. Capital, LLC and the issuance of subordinated debt from the Company's existing lending sources.

The Company expects the proven and experienced management talent of Tritronics' Kim Wagner, Randy Williams and Jim Scarff, to continue to manage and operate Tritronics' business after the closing.

While the transaction is expected to close within the week, it is subject to completion and execution of definitive agreements for the acquisition and related financing.

About Encompass Group Affiliates, Inc.

Encompass Group Affiliates, Inc. (OTC Bulletin Board: ECGA), is a New York-based company that specializes in the consumer electronic aftermarket service and supply chain, known as reverse logistics. Encompass Group Affiliates acquires businesses that provide computer and electronic repair services, parts distribution and asset management services. Encompass Group Affiliates addresses the full scope of this multi-billion market - including the end-user driven product support and repair industry, as well as the manufacturer-driven recovery and e-Waste industry. It provides single-source lifecycle management services for technology products, currently in the North American market, with accelerating growth towards a global presence. The Company's market position is based on its distinctive ability to provide single-point, comprehensive lifecycle service on a competitive basis. For more information about Encompass Group Affiliates, Inc visit our website at www.encompass.com

About Tritronics, Inc.

Tritronics, established in 1975, is a distributor of consumer electronic parts and accessories. With warehouses in Miami, Florida and Abingdon, Maryland, Tritronics has been providing parts and value-added services to the independent consumer electronic industry for over 30 years. Tritonics delivers not only parts, but a level of service and technology that helps its customers maintain world-class service. The company has received a host of industry awards over the years, including the National Electronic Service Dealer's Associations' PARTner's in Excellence Award, Sharp Distributor of the Year and Toshiba Distributor of the year. The company also distributes a full line of service aids and test equipment.

About Vance Baldwin Electronics

Vance Baldwin Electronics, an Encompass Group Affiliates company, is an industry leading Original Equipment Manufacturer Parts Distributor. In continuous operation for more than fifty years and operating from south Florida, Vance Baldwin distributes more than 150 brands annually for consumer electronics, computers, printers and office equipment. Vance Baldwin also provides service aids and industrial products such as cable, tools, test equipment, cleaners and other installation equipment. Its distribution facility located near Atlanta, Georgia, allows for 2 day delivery to the vast majority of the United States with UPS Ground Service. It maintains a call center with highly trained parts consultants to receive customer calls and provide assistance with parts selection and ordering. For more information about Vance Baldwin Electronics, visit www.vancebaldwin.com

About Cyber-Test

Cyber-Test, an Encompass Group Affiliates company, is an established electronic equipment repair facility located in Orlando, Florida. The company specializes in the repair and exchange of consumer and office electronic equipment, providing board-level and whole-unit repair to third-party warranty companies, OEMs, national retailers and national office equipment dealers. Cyber-Test, in continuous operation since 1986, offers Level II and Level III call center technical support, service contract administration and support and asset recovery programs. The company's expertise is rooted in depot repairs, advance exchange services, reverse engineering logistics, and help desk technical support. For more information, visit Cyber-Test's website at www.equipfix.com.

This release and oral statements made from time to time by Encompass Group Affiliates, Inc.'s representatives concerning the same subject matter may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by introductory words such as "expects," "anticipate," "plans," "should," "believes," "will," or words of similar meaning, and by the fact that they do not relate strictly to historical or current facts. Many factors may cause actual results to differ from forward-looking statements, as well as inaccurate assumptions and a broad variety of risks and uncertainties, some of which are known and others of which are not. Known risks and uncertainties include those identified from time to time in the reports filed by Encompass Group Affiliates, Inc. with the Securities and Exchange Commission, which should be considered together with any forward-looking statement. No forward-looking statement is a guarantee of future results or events, and one should avoid placing undue reliance on such statements.

For Encompass Group Affiliates, Inc.
Wayne I. Danson
Chief Executive Officer
or John E. Donahue
Chief Financial Officer
646-227-1600