RFID Acquisition: VUANCE To Acquire Security Holding Corp. For $5.1M

VUANCE Ltd. (formerly SuperCom Ltd.) one of the provider of incident management and RFID solutions, recently announced that, it has entered into a definitive agreement (the "agreement") to acquire Security Holding Corp ("SHC") from Homeland Security Capital Corporation and other minority shareholders, for approximately $5.1M in VUANCE shares.

The closing of the acquisition is subject to certain conditions, including approval of the transaction by the shareholders of VUANCE, and is scheduled to occur on or about August 17, 2007. The acquisition will complement VUANCE's RFID-enabled solutions and sophisticated access control products portfolio and bolster the Company's presence in a variety of strategically important markets.

Under the terms of the agreement, VUANCE will issue Ordinary (Common) Shares valued at $5.1M for all of the shares of SHC. In addition VUANCE will assume a note of approximately $470,000 or, alternatively, at its discretion, it may issue VUANCE ordinary shares in exchange for the note. All of the shares to be issued will be subject to variable lock-up periods of up to three years.

"SHC is a manufacturer and distributor of RFID, security management and forward-thinking access control systems and equipment that we believe can leverage VUANCE's technological commitment to the credentialing and tracking of mission-critical people, objects and assets," stated Eyal Tuchman, Chief Executive Officer of VUANCE Ltd. "SHC has significant experience with RFID-enabled applications and has developed well-proven access control systems that should be synergistic with our PureRF as well as our field-proven IRMS (Incident Response Management System) business initiative with respect to products, sales channels, marketing plans, positioning, logistics and operations. We welcome the addition of SHC's experienced management team and employees to VUANCE and believe that the acquisition should contribute between $5 million to $6 million to VUANCE's consolidated revenues during the first twelve months following the closing of the transaction."

"As we have stated previously, one of VUANCE's key strategic objectives is to expand its market presence, penetration and sales opportunities in the United States," continued Tuchman. "With thousands of commercial, governmental and institutional, security management, access control and RFID installations in the U.S., SHC will have an immediate and meaningful impact upon our geographic ‘footprint' in North America. The SHC Access Control and RFID-enabled security solutions, when combined with our growing Incident Response Management Systems (IRMS) and PureRF businesses, should strengthen VUANCE's sales, marketing and execution capabilities in the U.S. significantly."

"SHC management team and employees, are very excited to join the VUANCE team and to take an equity stake in VUANCE," noted Joel Konicek, Chief Executive Officer of SHC. "This business combination will result in a very powerful value proposition for customers, investors and employees. We are fully committed and look forward to an expansion in our share of the access control market with a powerful portfolio of RFID-enabled products that can satisfy the comprehensive security needs of our customers."

"We believe the sale of SHC for an equity stake in VUANCE will benefit our shareholders, since the synergies and the correlation between VUANCE and SHC should result in higher revenues, margins and profitability," stated C. Thomas McMillen, Chairman and Chief Executive Officer of Homeland Security Capital Corporation. "SHC's security solutions are highly compatible with VUANCE's emphasis upon functional interoperability between public safety agencies and the private sector in multiple-level risk environments. By combining the respective strengths of both companies in Access Control and RFID-enabled security solutions, VUANCE can now target the full range of market opportunities, from small entry-level installations to the most sophisticated applications at complex, multi-location facilities while our shareholders as all VUANCE's shareholders will enjoy the outcome."

About VUANCE Ltd.
VUANCE Ltd. provides innovative incident management, RFID and credentialing solutions to the public safety, commercial and government sectors. The Company's Incident Response Management System (IRMS) is the industry's most comprehensive mobile credentialing and access control system, as required by Homeland Security and other initiatives. With the addition of SHC its flexible multi-technology RFID devices provide a complete, cost-effective solution for the continuous tracking of assets and individuals. For more information, visit the Company's website at www.vuance.com

VUANCE Ltd. is headquartered in Qadima, Israel and its U.S. subsidiary, SuperCom, Inc., is based in McLean, Virginia. VUANCE's common stock is listed on the OTC Bulletin Board under the symbol "VUNCF" and on the Euronext Exchange under the symbol "VUNC". For more information, visit www.vuance.com/

About Security Holding Corp.
Security Holding Corp. has two operating subsidiaries:
SecurityInc, LLC includes a management and engineering team with more than 100 years of combined experience in the RFID, security and access control industries. In addition it incorporates Compass Technologies which designs, manufactures and supports forward-thinking access control and security management systems designed to control and integrate multiple disciplines of electronic security, environmental and operational systems for virtually any size facility. The company currently has hundreds of installations in state and federal governments and institutions of higher learning.

For more information, visit www.securityinc.com And; www.compasstec.com

AAID is a manufacturer and distributor of RFID-enabled solutions for residential, commercial and government sectors with thousands of installations, to date. For more information, you can visit www.autoaccessid.com

About Homeland Security Capital Corp.
Homeland Security Capital is a consolidator in the fragmented homeland security industry. The company is focused on creating long-term value by taking controlling interest and developing its subsidiary companies through superior operations and management. The company is headed by former Congressman C. Thomas McMillen, who served three consecutive terms in the U.S. House of Representatives from the 4th Congressional District of Maryland. Homeland Security Capital intends to operate businesses that provide homeland security products and services solutions, growing organically and by acquisitions. The company is targeting emerging companies that are generating revenues but face challenges in scaling their businesses to capitalize on homeland security opportunities. The company will enhance the operations of these companies by helping them generate new business, grow revenues and improve cash flows.

SOURCE: VUANCE Ltd.