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Message #17
From: Stock News Bot
Date: August 15, 2006 03:00:00 AM

QMRK News QualMark Corporation Announces Conversion of Preferred Shares into Common Shares

DENVER--(BUSINESS WIRE)--Aug. 15, 2006--QualMark Corporation (OTCBB:QMRK), a world leader in designing, manufacturing and marketing HALT (Highly Accelerated Life Testing), HASS (Highly Accelerated Stress Screening) and electro-dynamic systems, today announced the conversion of all of the outstanding Series B preferred shares into common shares.

Upon conversion of the Series B preferred shares, QualMark's outstanding common shares will increase to approximately 6.4 million common shares, up from 4.4 million outstanding common shares. The conversion of the Series B preferred shares will eliminate the preferred stockholder's right to receive a Series B preferential distribution and Series B cumulative dividend. The conversion also eliminates the preferred stockholder's right to redeem the Series B preferred shares, which would have created an additional debt overhang to the Company.

Charles Johnston, QualMark's President and CEO, stated: "This event will enable the Company to complete certain strategic transactions that will greatly enhance shareholder value, as well as increase the availability and improve the marketability of QualMark common shares in the open market. The conversion will result in a simpler and more transparent equity structure and will reduce the quarterly dilution and preferred dividend cost to the Company. The conversion of the Series B preferred shares also propels the Company one step closer to meeting listing requirements of a major exchange."

James Roser, Manager of the General Partner of The Roser Partnership III, SBIC LP and sole holder of the Series B preferred shares, stated, "Our decision to convert the Series B preferred shares is attributable to our continued commitment to help the Company move forward and attain their strategic goals."

QualMark Corporation, headquartered in Denver, Colorado, is the leader in designing, marketing, and manufacturing accelerated life-testing systems (HALT and HASS), providing the world's largest corporations with solutions that improve product reliability and allow them to get to market faster. The Company has installed more than 700 of its proprietary testing systems in 30 countries. The Company operates and partners with ten testing facilities worldwide.

The Company also offers electro-dynamic vibration solutions through its subsidiary, Ling Electronics.

Ling Electronics, headquartered in West Haven, Connecticut, is the leader in supplying electro-dynamic systems, components, and service to the worldwide vibration test equipment market.

The statements included in this press release concerning predictions of economic performance and management's plans and objectives constitute forward-looking statements made pursuant to the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. These statements involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors which could cause or contribute to such differences include, but are not limited to, factors detailed in the Company's Securities and Exchange Commission filings; downturns in the Company's primary markets; variability of order flow, future economic conditions; competitive products and pricing; new product development; disruptions in the Company's operations from acts of God or extended maintenance; transportation difficulties; or the delivery of product under existing contracts and other factors.

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