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Nematron Signs Letter of Intent to Acquire A-OK Controls

13 April 2000

Nematron Signs Letter of Intent to Acquire A-OK Controls NEMATRON CORPORATION LOGO Nematron Corporation logo. (PRNewsFoto)[KI] ANN ARBOR, MI USA 12/01/1999    

    ANN ARBOR, Mich., April 13 Nematron Corporation
(Amex: NMN) and A-OK Controls Engineering, Inc. announced that they have
signed a letter of intent for Nematron to acquire A-OK Controls.  Nematron,
headquartered in Ann Arbor, Michigan, is a leading designer and manufacturer
of solutions for PC-based machine control.  A-OK Controls, a profitable,
privately held company based in Auburn Hills, Michigan, is a respected
provider of control system integration services with extensive automotive
industry experience.  The transaction is expected to have a positive impact on
earnings and expand the sales channel for Nematron's PC-based control
solutions.  A-OK Controls' revenues for 1999 exceeded $10 million.
    (Photo:  http://www.newscom.com/cgi-bin/prnh/19991201/NMNLOGO )
    Nematron's President Matt Galvez said, "This acquisition would support
Nematron's strategic direction of providing complete solutions to our
vertical-market customers.  These solutions must include not only the highest
quality products, but also the engineering expertise to help our customers
realize the benefits of PC-based control.  After the acquisition, program
solutions provided by Nematron would be able to include support of Nematron
PC-based control products throughout the lifetime of an installation.  A-OK
Controls has proven capabilities in providing that support."
    Management expects that the combination of Nematron and A-OK Controls
would enable Nematron to garner a larger share of major programs in which it
participates, because the Company would then have extensive installation and
post-installation support capabilities.  A-OK Controls would continue to
provide integration services for systems made by other major control suppliers
as well.
    A-OK Controls President Ronald Causley commented, "The combination of A-OK
Controls' talented engineering staff with Nematron's advanced technology would
be very positive for manufacturers and OEMs looking to implement best-in-class
automation solutions.  I believe that this dynamic combination is another step
forward in populating the factory floor with superior technology.  We are
excited to be joining forces with Nematron."
    The proposed transaction is subject to the completion of due diligence,
the execution of a definitive purchase agreement and certain other conditions.
It is anticipated that the transaction will be completed in the second quarter
of this year.
    Nematron Corporation has been setting the standard in PC-based control
since the birth of the industry.  Nematron is the only company that designs
and manufactures a complete and proven PC-based control solution, with
customers in nearly every manufacturing industry.  For additional information,
visit our website at http://www.nematron.com
    A-OK Controls Engineering, Inc., is a premier provider of control system
engineering and integration services.  In business since 1974, A-OK Controls
has approximately 100 engineers with a wide range of experience in the
development and integration of industrial automation applications.
    The discussion in this news release includes forward-looking statements
based on current management expectations. Factors that could cause future
results to differ from these expectations include: a change in the general
economic conditions or conditions in the automotive markets, competitive
factors (including the introduction or enhancement of competitive products),
pricing pressures, changes in customer requirements, evolving industry
standards and any additional factors described in the Company's reports filed
with the Securities and Exchange Commission.