Cash Technologies Acquires Majority Interest in TAP Holdings, LLC

LOS ANGELES, Nov. 4, 2004 -- Cash Technologies, Inc. (AMEX:TQ) ("Cash Tech") announced today that it has acquired a majority interest in TAP Holdings, LLC ("TAP"), a newly created entity which has agreed to acquire certain assets and liabilities of Tomco Auto Products, Inc. ("Tomco") for $2.5 million. Tomco is a leading manufacturer of vehicular fuel system components.

As further explained herein, this accretive transaction will result in approximately $5.5 million in extraordinary income to Cash Tech and a corresponding reduction in the company's negative shareholders equity. The company anticipates that this will cause Cash Tech to be profitable for the current fiscal quarter. As a majority owned subsidiary, TAP's financial statements will be consolidated with those of Cash Tech.

TAP/Tomco Financials

Founded in 1947, Los Angeles-based Tomco Auto Products, Inc. distributes its products through major auto products retailers throughout the U.S. such as NAPA, with 6,000 stores, CARQUEST, with more than 3,600 stores, O'Reilly Automotive, with more than 1,100 stores and others.

Tomco recorded revenues of more than $11 million and pretax net income of approximately $600,000 (unaudited) during the most recent fiscal year ending September 30, 2004. In the 2005 fiscal year, based upon current and pending sales agreements, revenues of TAP are anticipated to be between $13 million and $15 million, and pretax net income is anticipated to be between $2 million and $3 million. The anticipated increase in TAP's revenues over those of Tomco will result from the addition of new customers, including O'Reilly Automotive, during the past year. The anticipated increase in net income will result in part from the transition of a portion of the firm's manufacturing to Mexico in the first calendar quarter of 2005, substantially reducing operating costs.

Transaction Details

Cash Tech has acquired an 89% interest in TAP; the remaining 11% is owned by Tibrand Capital, Inc., a Los Angeles-based investment banking firm. TAP has granted Tibrand an option to acquire up to an additional 33% interest in TAP based upon the occurrence of certain future events. A portion of Cash Tech's interest in TAP not to exceed 5% will be reserved from Cash Tech's interest for an incentive program for TAP's management, the former Tomco senior executives.

Tibrand has also been granted the right to convert its interest in TAP (based on a $2.5 million valuation) into Cash Tech common stock on the following terms: Beginning 12 months following the closing, half of Tibrand's interest in TAP can be converted to TQ stock at a 20% discount from the stock's average market price with a floor of $1.75 per share and a ceiling of $2.75 per share. The remaining 50% of Tibrand's interest in TAP can be converted at the stock's average market price at the time of conversion with a floor of $2.75 per share. Cash Tech will record an expense of approximately $200,000 for these conversion rights.

Capital Investment by Cash Tech

The Operating Agreement of TAP requires a capital investment from Cash Tech of $900,000 of which $650,000 has already been contributed. The remainder of the $2.5 million purchase price is being financed through an institutional loan secured by TAP's accounts receivable and other assets. The $650,000 already contributed includes the proceeds of a $400,000 loan, bearing interest at 6% per annum, to Cash Tech from an entity affiliated with the company's CEO, Bruce Korman. As consideration for this loan, that entity shall receive 240,000 warrants to purchase TQ stock at $1.75 per share.

Effect on Cash Tech's Financials

The net book value of the Tomco assets being acquired by TAP is approximately $9 million, $6.5 million greater than the purchase price of $2.5 million. GAAP accounting requires that Cash Tech record its 89% share of the difference, or approximately $5.5 million with adjustments, as an extraordinary gain on the company's income statement, significantly reducing the company's negative stockholders equity.

Bruce Korman, CEO of Cash Tech, stated, "This transaction, while outside Cash Tech's core business, is accretive to our shareholders and generates the company's first profits. The improvement in our balance sheet from the purchase transaction and capital raised brings the company closer to meeting its Amex listing requirements. Existing long term management and a remarkable return on investment make this acquisition an exciting opportunity for Cash Technologies."

Matters discussed in this release include forward-looking statements within the meaning of the "Safe Harbor" provisions of the PSLRA that involve risks and uncertainties, and actual results may be materially different. Factors that could cause actual results to differ include revenues not reaching expected levels, unexpected competition within the automotive products industry, anticipated improvements in operating costs and net operating margins not being realized, incomplete or inaccurate financial reporting from Tomco, unanticipated difficulties moving manufacturing activities to Mexico, risks related to management and labor, activity levels in the securities markets and other risk factors disclosed in Cash Tech's reports to the Securities and Exchange Commission, including its Forms 10-QSB and Forms 10-KSB on file with the SEC.

For further information, please contact: Media, Ed King of Cash Technologies, Inc., +1-213-745-2000, ext. 114, eking@cashtech.com.