ADDvantage Media Group, Inc. Signs Letter of Intent with vanAar, Inc.

TULSA, Okla.--(BUSINESS WIRE)--June 22, 1999--

ADDvantage Media Group, Inc. (NASDAQ:ADDM), announced today the signing of a letter of intent with vanAar, Inc. under which vanAar agreed to purchase from ADDvantage one million shares of common stock at a price of $1.00 per share payable at closing through the payment of $250,000 in cash and delivery of assets having a value of $750,000.

VanAar is a California corporation, started in 1970, engaged in the business of mergers, acquisitions, and corporate strategic planning. In the past vanAar's clients have included: Boeing, Fluor Corp., Ford Motor Co., General Motors, Halliburton, KPMG, Union Bank and others.

At this time it is anticipated that the assets to be delivered to ADDvantage will be the operating assets of Micro 3, an affiliate of vanAar's engaged in the manufacture of automotive aftermarket products based in Lennox, Kansas. In the event the assets delivered to ADDvantage have an agreed value of less than $750,000, the deficiency will be made up in a cash payment. VanAar has also agreed to provide ADDvantage with an operating capital loan of up to $250,000 on terms mutually satisfactory to the parties.

Closing of the transaction is subject to execution of a definitive agreement prior to July 31, 1999, and satisfaction of other conditions, including completion of satisfactory due diligence by both parties and approval by the shareholders of ADDvantage. Prior to closing, it is anticipated that ADDvantage will form a merchant banking division to be headed by Mr. Roy Salisbury, an affiliate of vanAar. This division will find and negotiate merger and acquisition transactions on behalf of ADDvantage and other clients.

ADDvantage has historically been engaged in the business of producing Shoppers Calculators and marketing them as in-store advertising vehicles. The termination in 1998 of its agreement with Wal-Mart, which accounted for over 90% of its business, has caused ADDvantage management to seek other business opportunities. If the transaction contemplated by the letter of intent with vanAar is completed, ADDvantage will become a holding company and will seek to acquire operating companies in several selected industries.

Portions of this press release may include "forward-looking statements" made pursuant to the safe harbor provisions of the Private Securities Litigation Act of 1995. Such statements involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements, including material uncertainties regarding the completion of the transaction with vanAar.