May 8, 2006
16:08 EDT Monday, May 08, 2006
FSC / Press Release
SEAIR UPDATES STATUS OF ACQUISITION AND ANNOUNCES PRIVATE
PLACEMENT AND OPTION INTENTIONS
Edmonton, Alberta CANADA, May 08, 2006 /FSC/ - Seair Inc. (SDS - TSX Venture),
("SEAIR") is pleased to announce that it continues to work diligently toward a close of
the previously announced transaction with Terroza Environmental Corp. (the
"Transaction") and expects to complete the acquisition later this week. Concurrent with
the closing of the Transaction, SEAIR intends to complete a private placement (the
"Placement") and to grant options to certain directors, officers, employees and
consultants.
The Placement will be non-brokered and no commission or fees will be payable. The
Placement will be for 250,000 Class-A common shares (the "Shares") at $0.35 to related
parties, assuming completion of the Transaction. The Shares will be subject to a 4-month
hold period and is subject to approval by the TSX Venture Exchange. SEAIR has
determined that an exemption from the valuation and minority approval requirements of
the Ontario Securities Commission Rule 61-501 is available as the Shares offered
pursuant to the private placement and the consideration received by SEAIR from the
insiders and related parties does not exceed $2,500,000 and SEAIR is not listed on certain
specified markets. The proceeds of the Placement are intended to be used by SEAIR for
the manufacture of new diffusion units, corporate overhead and costs associated with the
Transaction.
SEAIR also intends to grant an aggregate of 590,300 options to its current directors,
officers, employees and consultants concurrent with the transaction. The options will be
exercisable at $0.675 per Share, a 50% premium to the last closing price of the Shares.
SEAIR is a leading developer of proprietary diffusion and sterilization technologies.
These patent pending technologies allow for the efficient diffusion of gases into a liquid,
thereby facilitating numerous applications in a wide variety of industries, including
potable and waste water treatment, pulp and paper, aquaculture, agriculture/horticulture,
sterilization, golf course irrigation and pond treatment, animal enhancement and oil and
gas. SEAIR's primary focus is developing and selling equipment that diffuses gases such
as oxygen, ozone or carbon dioxide into a liquid, resulting in a supersaturate solution.
The major difference between SEAIR and other diffusion technologies is the ability to
achieve extremely small gas bubble size, which in turn allows for the mass transfer of gas
to fluid. The result is a stable condition where the gases remain in solution for extended
periods of time, leading to increased productivity and lower operating costs.
Parties interested in obtaining further information or receiving news releases and
corporate documents from SEAIR may e-mail such request to seair@telus.net or visit our
SEAIR web site at: www.seair.ca.
FOR FURTHER INFORMATION PLEASE CONTACT:
Harold Kinasewich
SEAIR Inc.
T: 780 477 7188
F: 780 477 6622
E: Seair@telus.net
SEAIR INC.
9554 Yellowhead Trail
Edmonton, Alberta
T5G 0W4
This news release may contain certain forward-looking statements that reflect the current
views and/or expectations of SEAIR INC. with respect to its performance, business and
future events. Such statements are subject to a number of risks, uncertainties and
assumptions. Actual results and events may vary.
THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT
ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS
RELEASE
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