AirBoss Completes Acquisition of BlackBox Biometrics®, Developer of Blast Gauge® System

AirBoss Completes Acquisition of BlackBox Biometrics®, Developer of Blast Gauge® System

NEWMARKET, Ontario, May 17, 2021 (GLOBE NEWSWIRE) — AirBoss of America Corp. (TSX: BOS) (the “Company” or “AirBoss”) today announced that its subsidiary AirBoss Defense Group (“ADG”) has completed its previously announced acquisition of BlackBox Biometrics, Inc. (“B3”), developer of the revolutionary Blast Gauge® System of lightweight wearable blast overpressure sensors which have been outfitted on U.S. Special Forces, Army, and SWAT teams across the U.S.

In accordance with the purchase agreement, US$7 million in cash was paid on closing today, and the balance, up to an additional US$20M, will be paid in royalties over eight years, based on revenues earned by ADG from B3 products.

The acquisition furthers the longstanding relationship between ADG and B3, enabling ADG to own B3’s technology and market its solutions internationally and for non-military applications. ADG portfolio company Critical Solutions International (CSI), the leader in route clearance, has served as the exclusive worldwide distributor for the B3 Blast Gauge® System since 2018.

In coming together under joint ownership, ADG and B3 will combine decades of experience providing life-saving technologies in blast environments with the robust research, engineering, and program management capabilities needed to better assess and respond to the risk of long-term neurological disorders associated with blast-induced TBI.

ADG will combine B3 with CSI to form a newly launched Systems Solutions Division, which will focus on the development and delivery of integrated solutions supporting warfighter and first responder safety while operating in high-threat environments. Matt Boccia, President, and CEO of B3, will lead the new Systems Solutions Division. B3’s headquarters and primary manufacturing and R&D functions will remain in Rochester, NY.

ADG anticipates a potentially significant escalation in usage of the Blast Gauge System in the coming years, due in part to the National Defense Authorization Act for Fiscal Year 2020, which included requirements for the Pentagon to document blast exposure in troop medical histories including date, duration, and measured blast pressure.

About Airboss

AirBoss of America is a leading and diversified developer, manufacturer and provider of innovative survivability solutions, advanced custom rubber compounds and finished rubber products that are designed to outperform in the most challenging environments. Founded in 1989, the company operates through three divisions. AirBoss Defense Group is a global leader in personal and respiratory protective equipment and technology for the defense, healthcare, medical and first responder communities. AirBoss Rubber Solutions is a top-tier North American custom rubber compounder with 500 million turn pounds of annual capacity. AirBoss Engineered Products is a supplier of innovative anti-vibration solutions to the North American automotive market and other sectors. The Company’s shares trade on the TSX under the symbol BOS. Visit www.airboss.com for more information.

Investor Contact: Chris Bitsakakis, President or Gren Schoch, CEO at 905-751-1188.

Media Contact: media@airboss.com

AIRBOSS FORWARD LOOKING INFORMATION DISCLAIMER

Certain statements contained or incorporated by reference herein, including those that express management’s expectations or estimates of future developments or AirBoss’ future performance, constitute “forward-looking information” or “forward-looking statements” within the meaning of applicable securities laws, and can generally be identified by words such as “will”, “may”, “could” “expects”, “believes”, “anticipates”, “forecasts”, “plans”, “intends” or similar expressions. These statements are not historical facts but instead represent management’s expectations, estimates and projections regarding future events and performance.

Statements containing forward-looking information are necessarily based upon a number of opinions, estimates and assumptions that, while considered reasonable by management at the time the statements are made, are inherently subject to significant business, economic and competitive risks, uncertainties and contingencies. AirBoss cautions that such forward-looking information involves known and unknown contingencies, uncertainties and other risks that may cause AirBoss’ actual financial results, performance or achievements to be materially different from its estimated future results, performance or achievements expressed or implied by the forward-looking information. Numerous factors could cause actual results to differ materially from those in the forward-looking information, including without limitation: impact of general economic conditions, notably including its impact on demand for rubber solutions and products; dependence on key customers; global defense budgets, notably in the Company’s target markets, and success of the Company in obtaining new or extended defense contracts; cyclical trends in the tire and automotive, construction, mining and retail industries; sufficient availability of raw materials at economical costs; weather conditions affecting raw materials, production and sales; AirBoss’ ability to maintain existing customers or develop new customers in light of increased competition; AirBoss’ ability to successfully integrate acquisitions of other businesses and/or companies or to realize on the anticipated benefits thereof; changes in accounting policies and methods, including uncertainties associated with critical accounting assumptions and estimates; changes in the value of the Canadian dollar relative to the US dollar; changes in tax laws and potential litigation; ability to obtain financing on acceptable terms; environmental damage and non-compliance with environmental laws and regulations; impact of global health situations; potential product liability and warranty claims and equipment malfunction. COVID-19 could also negatively impact the Company’s operations and financial results in future periods. There is increased uncertainty associated with future operating assumptions and expectations as compared to prior periods. As such, it is not possible to estimate the impacts COVID-19 will have on the Company’s financial position or results of operations in future periods. While the direct impacts of COVID-19 are not determinable at this time, the Company has a credit facility that can provide financing up to $150,000. This list is not exhaustive of the factors that may affect any of AirBoss’ forward-looking information.

All of the forward-looking information in this press release is expressly qualified by these cautionary statements. Investors are cautioned not to put undue reliance on forward-looking information. All subsequent written and oral forward-looking information attributable to AirBoss or persons acting on its behalf are expressly qualified in their entirety by this notice. Forward-looking information contained herein is made as of the date of this Interim Report and, whether as a result of new information, future events or otherwise, AirBoss disclaims any intent or obligation to update publicly the forward-looking information except as required by applicable laws. Risks and uncertainties about AirBoss’ business are more fully discussed under the heading “Risk Factors” in our most recent Annual Information Form and are otherwise disclosed in our filings with securities regulatory authorities which are available on SEDAR at www.sedar.com.

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