API Electronics Group announces acquisition of Keytronics Inc.

r> NEW YORK, May 15 - API Electronics Group Corp. (OTCBB: AEGCF) today announced that it has completed the acquisition of Keytronics Inc., a manufacturer of a wide variety of power transformers, reactors, magnetic amplifiers, power supplies and converters and numerous special purpose electronic assemblies, including capacitor modules and medical electronics. The acquisition of Keytronics will be complimentary to API Nanotronics the merged company of API and Rubincon Ventures, Inc. (OTCBB: RBCV).

With annual sales of over US$2 million and a backlog of US$1 million, Keytronics has built and maintained a reputation for quality, reliability and timely delivery to satisfy the world's most demanding customers and applications, including BAE, Lockheed-Martin, Smiths Aerospace, Ametek Aerospace, Raytheon and many other military and aerospace contractors and customers.

"We are pleased to add Keytronics and its product portfolio to API and Rubincon," stated Phillip DeZwirek, Chairman and Chief Executive Officer of API Electronics Group. "A well-established company that has been in business for 35 years and owns a 25,000 square foot facility in Endicott, New York, Keytronics' solid reputation, client base and manufacturing expertise will compliment those of API and Rubincon and help to strengthen our position in the market going forward."

ABOUT API ELECTRONICS

API Electronics Group Corp., through its wholly owned subsidiaries API Electronics Inc., Filtran Group and TM Systems, is engaged in the manufacture of electronic components and systems for the defense and communications industries. With a growing list of blue chip customers, including Honeywell/Allied Signal, General Dynamics, Lockheed Martin and numerous other top technology-based firms around the world, API regularly ships off-the-shelf and custom designed products to clients in more than 34 countries. API owns state-of-the-art manufacturing and technology centers in New York, Connecticut and Ontario, Canada and has manufacturing capabilities in China and a distribution center in Britain. API Electronics trades on the OTC Bulletin Board under the symbol AEGCF. For further information about Filtran Group and API Electronics, please visit the company websites at http://www.filtran.com and http://www.apielectronics.com.

This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All forward- looking statements are subject to certain risks, uncertainties and assumptions. These risks and uncertainties, which are more fully described in API's Annual and Quarterly Reports filed with the Securities and Exchange Commission, include changes in market conditions in the industries in which the Company operates. Should one or more of these risks or uncertainties materialize, or should the assumptions prove incorrect, actual results may vary in material aspects from those currently anticipated.

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