Spectra (unres) Regulatory News (SPSY)

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This press release is not an admission document. This press release does not constitute or form a part of, and should not be construed as, any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any securities in Spectra Systems Corporation nor shall it, or any part of it, or the fact of its distribution, form the basis of, or be relied on in connection with, any contract or investment decision in relation thereto. This press release does not constitute a recommendation regarding any securities. Any investment decision must be made exclusively on the basis of the final admission document to be issued in connection with the placing and the admission to AIM.

This press release may not be published, distributed or transmitted, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia). This press release does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold in or into the United States or to or for the account or benefit of US Persons (as defined under Regulation S under the Securities Act) unless registered under the Securities Act or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Hedging transactions involving the securities may not be conducted unless in compliance with the Securities Act. No public offering of the securities is being made in the United States and the information contained herein does not constitute an offering of securities for sale in the United States, Canada, Australia, Japan or the Republic of South Africa or in any other jurisdiction in which such offering would be unlawful.

Spectra Systems Corporation

("Spectra Systems" or the "Company")

First Day of Dealings on AIM

The board of directors of Spectra Systems Corporation, a leading provider of advanced technology solutions for banknote and product authentication, is pleased to announce its admission to the AIM market of the London Stock Exchange ("Admission") and the commencement of dealings in its common shares of $0.01 each ("Common Shares"). Those Common Shares which currently are eligible for resale pursuant to an exemption from registration under the US Securities Act of 1933 (the "33 Act") will trade under the ticker SPSY with ISIN US84756T1060. The newly issued Common Shares which were issued pursuant to an exemption from registration under Regulation S promulgated under the '33 Act and certain previously issued Common Shares which were issued pursuant to an alternative exemption from registration promulgated under the '33 Act are restricted securities as defined in Rule 144 of the '33 Act and will trade under the ticker SPSC with ISIN USU8457D1091. Both lines of stock trade outside CREST.

The Company has raised £14 million in a placing of 18,592,320 Common Shares at a placing price of 75.3 pence per new Common Share (the "Placing Price"), representing 41.09 per cent. of the enlarged Common Share capital of the Company. The approximate market capitalisation of the Company at the Placing Price following Admission is £34 million.

WH Ireland is acting as Nominated Adviser and as Broker to the Company.

Dr. Nabil Lawandy, Chief Executive Officer of Spectra Systems Corporation, said: "We are delighted that the AIM flotation of the Company has been completed successfully and with such high levels of institutional demand. This listing makes both strategic and commercial sense for the Company as we take Spectra Systems to the next stage of its development and we look forward to working closely with our new institutional shareholders as the Company executes its plans for growth."

Ruari McGirr, Director of Institutional Sales, WH Ireland, commented: "There has been exceptional demand for the Spectra Systems IPO, and we are particularly pleased to have such strong institutional investors on board going forward. The Spectra Systems' story is a strong one, and this successful IPO validates the fact that there is appetite from blue chip investors for small and mid cap companies that have compelling growth prospects."

The Admission Document, which details the use of proceeds and reasons for admission, along with the information required by AIM Rule 26, is available from the Company's website, www.spsy.com.

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Forward looking statements

All statements, other than statements of historical fact, contained in this document constitute "forward looking statements". In some cases, forward-looking statements can be identified by terms such as "may", "intend", "might", "will", "should", "could", "would", "believe", "anticipate", "expect", "estimate", "anticipate", "predict", "project", "potential", or the negative of these terms, and similar expressions. Such forward-looking statements are based on assumptions and estimates and involve risks, uncertainties and other factors which may cause the actual results, financial condition, performance or achievements of the Company, or industry results to be materially different from any future results, performance or achievements expressed or implied by such forward looking statements. Factors that might cause such a difference include, but are not limited to, those discussed in this press release. New factors may emerge from time to time that could cause the Company's business not to develop as it expects and it is not possible for the Company to predict all such factors. Given these uncertainties, prospective investors are cautioned not to place any undue reliance on such forward-looking statements. Except as required by law, the Company disclaims any obligation to update any such forward-looking statements in this document to reflect future events or developments.

Background

Headquartered in Providence, Rhode Island in the United States, Spectra Systems invents, develops, manufactures and markets advanced technology-based products used primarily to authenticate and process banknotes. Founded in 1996 by its Chief Executive Officer, Dr. Nabil Lawandy, the Company has focused on the commercialisation of technologically advanced security products, both covert and public, for banknotes and other documents. Spectra Systems provides integrated solutions comprised of engineered consumable materials for authentication and hardware and software systems which determine the authenticity of banknotes and documents containing them.

The Company has penetrated the currency and documentation authentication markets through a series of strategic supply and licensing agreements with governmental, institutional and corporate partners. Its customers include: (i) a G8 central bank organisation; (ii) one of the world's largest commercial security printers and papermakers, which supplies the Company's technology to a second G8 central bank and numerous other central banks; (iii) Crane & Co., the exclusive manufacturer and supplier of US currency and passport paper; and (iv) Technical Graphics Incorporated, which is a major supplier of security threads for world currencies.

The Company's consumable materials are available in several forms and incorporate unique engineered signatures and codes to provide machine readable authentication.The Company's software and hardware systems include high-speed currency authentication sensors, of which Spectra Systems is one of the world's leading suppliers. Installed in currency processing machines by central banks, the Company's sensors are capable of authentication at rates of up to 40 banknotes per second with error rates approaching less than one in 100,000. In addition to sensors, the Company also supplies quality control equipment for use in paper manufacturing and printing with its materials, and is also developing banknote fitness sensing hardware.

Board of Directors

The Board comprises the following Directors:

The Honourable BJ Penn, Non-Executive Chairman (aged 73)

Mr. Penn, a US citizen, was Acting Secretary of the US Navy from March to May 2009, having previously been Assistant Secretary of the Navy (Installations and Environment) from March 2005. He was also director, Industrial Base Assessments from October 2001 to March 2005, with responsibility for the overall health of the US defence industrial base. He commenced his career as a Naval Aviator, having received his BS from Purdue University, West Lafayette and his MS from the George Washington University, DC. Mr. Penn has been a member of the Board since June 2010 and became Chairman of the Board on 7 June 2011.

Nabil Lawandy, President and Chief Executive Officer (aged 54)

Dr. Lawandy, a US citizen, the President and Chief Executive Officer of the Company and a member of the Board of Directors, founded the Company in 1996. From 1981 to 1999, Dr. Lawandy was a tenured full professor of Engineering and Physics at Brown University. He holds a BA in physics, and an MSc and PhD in chemistry, each from The Johns Hopkins University. He has authored over 170 reviewed scientific papers and is an inventor on 52 US and 27 foreign issued patents. He has also received a Presidential Young Investigator award, an Alfred P. Sloan Fellowship, a Rolex Award for Enterprise and a Samuel Slater Award for Innovation.

Roland Puton, Non-Executive Director (aged 76)

Mr. Puton, a Swiss citizen, served as the president and chief executive officer of Rolex Watch USA

Inc from 1984 until his retirement in 2000. He holds a degree in business administration from the Swiss Business School. Mr. Puton has been a member of the Board since 1997.

Donald Stanford, Non-Executive Director (aged 61)

Mr. Stanford, a US citizen, who was until 2001 the chief technical officer of GTECH Corporation, is an Adjunct Professor of Computer Science and Engineering at Brown University. He holds a BA in International Relations and an MS in Computer Science and Applied Mathematics, both from Brown University. Mr. Stanford has been a member of the Board since 2008.

Mark Curcio, Non-Executive Director (aged 51)

Mr. Curcio, a US citizen, received his MBA from Carnegie-Mellon University and went on to become one of the founding partners of Bain and Company's Los Angeles Office as well as Bain's Private Equity Practice. From 1997 through 2000, he was the chief executive officer of Artisan Entertainment and currently he is a partner of Curcio Capital Advisors, working on assignments for companies such as TPG, Goldengate Capital, and Sheridan Square Entertainment. Mr. Curcio has been a member of the Board since 2008.

Dr. Oussama Salam, Non-Executive Director (aged 64)

Dr. Salam, a Lebanese citizen, has served as director general of the International Centre for Commerce and Contracting, a construction company in Saudi Arabia, from September 1978 until 1999. Dr. Salam co-founded WorldCare Limited, a company in the emerging field of global e-Health, and served on its board of directors from 1993 until June 1998. He received a BSc, in Civil Engineering from Loughborough University of Technology and an MS and a PhD in Civil Engineering from The Ohio State University. Dr. Salam has been a member of the Board since 1996.

Martin Jaskel, Non-Executive Director (aged 65)

Mr. Jaskel, a British citizen, is a director of European American Capital Limited, a specialist investment bank advising clients on a global basis on debt and equity capital issues, foreign exchange and trade finance issues. Prior to joining the bank, Mr. Jaskel founded MSJ Associates Limited, a consultancy in capital markets and held a consultancy position with KPMG Corporate Finance. His background was as a partner in W. Greenwell & Co., UK Stockbrokers, director of Global Marketing, NatWest Treasury and managing director, Global Trade and Banking Services, NatWest Markets. He has extensive experience as a non-executive director of both private and listed companies. Mr. Jaskel has been a member of the Board since 2007.

The Honourable BJ Penn and Messrs Puton, Stanford, Curcio and Jaskel are each considered by the Board to be independent non-executive Directors.

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