Ultrak Inc. is currently in preliminary discussions to acquire up to 100 percent of outstanding stock of Red Cube Int’l AG, a privately held Swiss company, in exchange for newly issued shares of Ultrak’s common stock.

If the transaction is completed, Red Cube shareholders will own a majority of Ultrak’s common stock. It is subject to an investment banking firm’s fairness opinion, definitive documentation, and Ultrak’s board shareholder approval.

George Broady, chairman and CEO of Ultrak and owner of 31-percent voting stake in the company, has committed to vote his shares in favor of the transaction. In the next several weeks, Niklaus Zenger, chairman and CEO of Red Cube, also the company’s largest shareholder, will purchase for cash $5 million of Ultrak’s authorized but unissued shares of common stock, representing a 15-percent equity stake in Ultrak. Company officials say it is expected that Broady will convey his preferred shares in the company to Zenger in a private transaction, while holding on to his shares of Ultrak’s common stock.

It is currently contemplated that a new management team will be formed and would immediately begin development of a new business plan for Ultrak and work on a private placement of its securities.

Ultrak is a provider of electronic products and systems for CCTV management, access control, video management, network management and related products. Red Cube is a provider of IP-based telephony customized applications.

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