TORONTO, Jan. 29, 2019 (GLOBE NEWSWIRE) -- Patriot One Technologies Inc. (TSX.V: PAT)
(OTCQX: PTOTF) (FRANKFURT: 0PL) (“Patriot One” or the “Company”), maker of the award-winning PATSCAN™ threat detection system, is
pleased to announce it has entered into a binding operating agreement in respect of the creation of a new Joint Venture (“JV”) to
commercialize a technology for the stand-off detection of explosives and other threats such as chemical and biological agents as
well as illicit narcotics, which has been branded as PATSCAN MCS (multi-chemical sensor).
The JV is between Patriot One and Nano-Bio Detection Systems LLC (“Nano-Bio”), a Wyoming company that holds
licensed technology from the University of Texas used for the detection of airborne molecules. Applications of the Nano-Bio
technology are proposed to include remote detection of explosive compounds and related substances vital to threat detection. As its
initial contribution for a 50% interest in the JV, Nano-Bio has granted the JV a license to develop and commercialize the
technology for applications relating to defense, security, prohibited substance detection and law enforcement.
Highlights of this innovative technology include:
- Ability to function covertly in non-invasive deployments and sample at distance employing IoT enabled
hardware.
- Operation as a stand-alone solution or integrated with related threat detection systems.
- Stand-off mass casualty threat detection capability for both military and civilian applications.
- Designed to detect airborne trace chemicals with a parts-per-trillion sensitivity, enabling the identification of
explosives, chemical warfare agents, volatile organics, nerve agents and narcotics.
- Features a robust, scalable sensor array amenable to mass-production.
- Multiple pending patents, with additional patent submissions anticipated within 12 months.
“This joint venture is an exciting undertaking,” said Martin Cronin, President and CEO of Patriot One. “Our
company has been searching for and evaluating innovations in threat detection for inclusion in our multi-sensor PATSCAN platform
and this chemical threat detection technology is truly game-changing. I have no doubt that it will save lives both on the
battlefield and in our cities.”
The joint venture will engage Craig Micklich, founding CEO of Nano-Bio, to act as the CEO of the JV entity
called Sotech Secure, LLC (“Sotech”) and lead its product development team. Prior to Nano-Bio, Craig Micklich served as Senior Vice
President, Financial Services with Morgan Stanley. In addition, he served 13 years as a U.S. Navy SEAL. Mr. Micklich earned his
B.B.A. and M.B.A. from National University.
“Patriot One was a natural partner for us, as our vision and mission are completely aligned,” said Mr. Micklich.
“My service in the U.S. military taught me that forewarned is forearmed, and I expect this stand-off threat detection capability
will be a life saver for our general public and military personnel. I am excited to join forces with Patriot One, a global leader
that is advancing threat detection innovations for public safety.”
The JV will also engage Dr. Shalini Prasad of the University of Texas as a strategic and technical advisor. Dr.
Prasad is currently the Director of the Biomedical Microdevices and Nanotechnology Laboratory and a Professor in the Department of
Bioengineering and Biomedical Engineering graduate program at the University of Texas at Dallas since 2011. She also holds an
adjunct appointment in the department of Physics at Portland State University. She received her bachelor’s degree in Electronics
and Communication Engineering from the University of Madras, India in 2001 and obtained her Ph.D. degree in Electrical Engineering
from the University of California, Riverside in 2004.
Transaction Details
In consideration of the grant of the exclusive technology license to the JV, Patriot One will pay Nano-Bio up
to US$3,000,000 as follows: (1) US$1,000,000 following execution of the Agreement, (2) US$1,000,000 on or before March 2, 2019; and
(3) US$1,000,000 upon the completion by the JV of transactions resulting in an injection of non-debt working capital (i.e.:
revenue) of greater than US$1,000,000. Patriot One will fund the initial research and product development expenses subject to board
approvals and a mutually agreed option whereby Nano-Bio may increase its interest in the joint venture up to 70% within 18 months
of the effective date of the Agreement in consideration of a payment to Patriot One equal to 100% of all development expenses
to-date. If exercised, all future funding obligations between Patriot One and Nano-Bio would be on a pro rata (30%-70%,
respectively) basis. Pursuant to the Agreement, Sotech will pay two net profit royalties, one to Nano-Bio in the amount of 20%, and
one to the University of Texas in the amount of 2.5%.
The Agreement contains standard representations, warranties and covenants concerning confidentiality,
non-solicitation and non-competition, as well as certain supporting provisions customary for an agreement of this nature. As part
of its ongoing public company disclosure obligations, details regarding the terms and conditions of its agreements are regularly
filed on SEDAR (www.sedar.com) for public review.
Cantech Investment Conference
Patriot One’s Martin Cronin will be sharing highlights of the joint venture between Patriot One and Nano-Bio
during his presentation at the 2019 CANTECH Investment Conference in Toronto, Ontario, Canada. The presentation will be at 4:10pm
EST on Tuesday, January 29th at the at the Metro Toronto Convention Centre.
On Behalf of the Board,
“Martin Cronin”
Martin Cronin, Chief Executive Officer
About Patriot One Technologies, Inc. (TSX.V:PAT) (OTCQX: PTOTF) (FRA: 0PL):
Patriot One is the developer of the PATSCAN™ next generation software and sensor solutions for the covert detection of weapons
threats. Designed as an innovative and effective platform to combat active shooter threats before they occur, the system features
the award-winning PATSCAN™ CMR cognitive microwave radar system. Built for cost-effective deployment in weapon-restricted buildings
and facilities, the Patriot One software solution and related hardware systems can be installed at key access points to covertly
identify weapons and to alert security for the intervention of active threat events before they commence. Owner/operators of
private and public facilities can now prominently post anti-weapons policies with compliance assured. The Company’s motto Deter,
Detect and Defend is based on the belief that widespread use of its technology will act as an effective deterrent, thereby
diminishing the epidemic phenomena of active shooters across the globe. For more information, visit: www.patriot1tech.com. Patriot One Technologies are proud winners of the 2017 Anti-Terrorism /
Force Protection category of the Security Industry Association’s New Product Showcase Awards at ISC West.
For further information, please contact:
Patriot One Inquiries
info@patriot1tech.com
www.patriot1tech.com
Investor Relations
John Martin
+1 (888) 728-1332
johnm@patriot1tech.com
Media Contacts:
Scott Ledingham, PR Media Now
+1-613-806-7135
scott@prmedianow.com
CAUTIONARY DISCLAIMER STATEMENT:
No Securities Exchange has reviewed nor accepts responsibility for the adequacy or accuracy of the content of this news release.
This news release contains forward-looking statements relating to product development, licensing, commercialization and regulatory
compliance issues and other statements that are not historical facts. Forward-looking statements are often identified by terms such
as "will", "may", "should", "anticipate", "expects”,” believes,” and similar expressions. All statements other than statements of
historical fact, included in this release are forward-looking statements that involve risks and uncertainties. There can be no
assurance that such statements will prove to be accurate and actual results and future events could differ materially from those
anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's
expectations include the failure to satisfy the conditions of the relevant securities exchange(s) and other risks detailed from
time to time in the filings made by the Company with securities regulators. The reader is cautioned that assumptions used in the
preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to
differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of
which are beyond the control of the Company. The reader is cautioned not to place undue reliance on any forward-looking
information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect
and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are
expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the
date of this news release and the Company will update or revise publicly any of the included forward-looking statements as
expressly required by applicable law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of
the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
