BIOREM announces proposed private placement of up to $3 million of units and changes to board of directors

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Jul 07, 2010, 07:00 ET

GUELPH, ON, July 7 /PRNewswire-FirstCall/ - BIOREM Inc. (TSXV:BRM) is pleased to announce a proposed private placement of up to 4,687,500 Units at a price per Unit of $0.64 for total gross proceeds of up to $3.0 million. Each Unit will consist of one common share and one-half of a share purchase warrant. Each whole share purchase warrant will be exercisable into one common share at an exercise price of $0.95 per share and will expire on the date which is 18 months from the date of issuance unless such date is accelerated in accordance with the terms of the share purchase warrants. The expiry date of the share purchase warrants may be accelerated if the daily weighted average trading price of the common shares on the TSXV exceeds $1.10 for ten consecutive trading days. Clean Technology Fund II, LLC may purchase that number of Units in the private placement which would permit the fund and related funds to maintain their 28% shareholding in Biorem. The private placement is expected to close within the next forty-five days and is subject to regulatory approval. BIOREM intends to use the proceeds from the private placement for working capital and general corporate purposes. A commission or finders fee will be paid in connection with a portion of the funds raised in the private placement.

BIOREM also announces the following changes to its Board of Directors effective today. Mr. Robert Nally has completed his term as Chairperson and has been succeeded by Mr. H.J. (Hank) Vander Laan, a current Director of the Company. The Company expresses its appreciation to Mr. Nally, who as founding Chairperson, helped lead and guide the company to its current success. Mr. Nally will continue as a Director of the Company. In addition, Mr. Jeffrey Dreben has resigned as a Director of the Company enabling him the time to pursue a number of new projects in the Cleantech sector. The Chair of the Audit Committee has been assumed by Mr. Stephen Ardia, a current Director of the Company. The Board wishes to express its sincere appreciation to Mr. Dreben for his contribution to the founding and growth of Biorem over many years, from its incubation stage to its current level of achievement as a leader in air emission control.

"Our industry is privileged to have dedicated individuals like Robert and Jeff who together for over 20 years have been committed to supporting and nurturing promising companies developing clean technologies. They have been pioneers in the Cleantech space in Canada and I feel certain that they will continue as leaders in their field. We are fortunate that we will to continue to have access to Mr. Nally's experience and insight and we are looking forward to continued input from Mr. Dreben as well as his schedule will allow," said Peter Bruijns, President and CEO. "We also look forward to the guidance of Hank Vander Laan as our new Chairman. His depth of experience in leading technology companies will be invaluable at this stage in Biorem's growth."

The Board of Directors has initiated a search process for one or more new directors to add to the Board.

Mr. Vander Laan founded Trojan Technologies Inc. in 1976, acquiring the patent for a small ultraviolet device for private water supply applications. Building upon that concept he developed a company that is now a global leader in its field. In 2004 Trojan Technologies Inc. (at the time a TSX listed company) was acquired by Danaher Corporation. Mr. Vander Laan has continued to work with Trojan Technologies Inc. in the role of Senior Advisor. Prior to founding Trojan Technologies Inc., Mr. Vander Laan was Vice President of Canadian Cable Systems Limited (currently Rogers Cable Systems) from 1969 to 1977, where he was responsible for technical operations and personnel for the largest cable television company in Canada.

About BIOREM Inc.

Biorem is a leading clean technology company that designs, manufactures and distributes a comprehensive line of high-efficiency air emissions control systems used to eliminate odors, volatile organic compounds (VOCs), and hazardous air pollutants (HAPs). With sales and manufacturing offices across the continent, a dedicated research facility, a worldwide sales representative network and more than 600 installed systems worldwide, Biorem offers state-of-the-art technology-based products and peace of mind for municipalities, industrial companies and their surrounding communities. Additional information on Biorem is available on our website at www.biorem.biz.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE Biorem Inc.