BIOREM Technologies Inc.

BIOREM Technologies Inc.

March 22, 2005 09:33 ET

BIOREM Technologies Inc Sets New Highs in Sales and Earnings


NEWS RELEASE TRANSMITTED BY CCNMatthews

FOR: BIOREM INC.

TSX VENTURE SYMBOL: BRM

MARCH 22, 2005 - 09:33 ET

BIOREM Technologies Inc Sets New Highs in Sales and
Earnings

GUELPH, ONTARIO--(CCNMatthews - March 22, 2005) - NOT FOR U.S.
DISTRIBUTION

BIOREM Technologies Inc., the wholly owned subsidiary of BIOREM Inc.
(TSX VENTURE:BRM) has set new performance records in 2004, with revenues
of $9,934,000 up 15% and net earnings of $972,000 up 20% over 2003
before tax loss carryforward adjustments.

"I am pleased with the solid earnings that we have achieved for the
third consecutive year," said Brian Herner, President and CEO. "2004 was
a transition year for the company, during which management successfully
prepared BIOREM to become public. It was a period of expansion and
growth and the Company's strongest sales year to date with $11.3 million
of new bookings recorded."

"Although BIOREM Technologies Inc. was still a private company at the
end of 2004, the year end results are being released at this time to
provide shareholders with full disclosure of the operations." said
Herner. For 2004, the financial results of parent company, BIOREM Inc.,
(formerly Ontario Capital Opportunities Inc.) (OCO), have been reported
separately. Financial results for BIOREM Inc. will be presented on a
consolidated basis starting in 2005.

Ontario Capital Opportunities Inc. was incorporated on December 18, 2003
as a Capital Pool Company as defined by TSX Venture Exchange Inc. During
2004, OCO entered into a share purchase agreement to acquire all
outstanding shares of BIOREM Technologies Inc. that qualified as the
Qualifying Transaction. On December 16, 2004, OCO changed its name to
BIOREM Inc. On Jan 17, 2005, the transaction with BIOREM Technologies
Inc. closed and BIOREM Inc. ceased to be a Capital Pool Corporation.



For the twelve months ended December 31, 2004:

BIOREM Technologies Inc
---------------------------------------------------------------------
($000's)
Revenue $9,934
Earnings before interest, taxes, depreciation & amortization $1,797
Future income tax $381
Net earnings $972

---------------------------------------------------------------------
Net earnings per share
Basic $0.67
Diluted $0.16


Net earnings for the year represent pro forma earnings of $0.10 per
share based on 10,143,493 shares outstanding after completion of the
Qualifying Transaction of the Capital Pool Company on January 17, 2005.

In 2004, the Company expanded its sales activities in Western United
States, started an industrial business unit and initiated marketing
development for International sales. "The combination of strong bookings
growth and a stronger balance sheet going forward puts the Company in a
position to continue to support market expansion in the rapidly growing
sector of odour control and air pollution abatement." said Herner.

- Orders for ten odour control systems were received from the Western
United States.

- An order was received for the advanced SYNERGY™ system in the paint
industry. This will replace a thermal treatment unit providing a
reduction in energy cost and green house gas emissions.

- Initial orders were received for Saudi Arabia and China. These two
regions have extensive plans for the expansion of odour control in their
municipal systems and in most cases have elected to use state of the art
technologies such as that supplied by BIOREM.

New share capitalization in the amount of $3 million, before expenses,
was brought into the Company in 2004 through the issuance of common
shares to two new equity fund investors in Canada and the United States.
"The restructured balance sheet as a result of new investment provided
the Company with a more diverse, well capitalized shareholder base in
preparation for the going public transaction." said Herner. An
additional $2 million was raised when the company became public in
January 2005. The company is now debt free with approximately $5 million
in cash.

The annual meeting of BIOREM Inc. will be held in Toronto on June 15,
2005.

BIOREM Inc., through its wholly owned subsidiary, BIOREM Technologies
Inc., manufactures BIOSORBENS™ biofilter media and is a leading
supplier of biofilters for air pollution control in municipal and
industrial applications including the BASYS™ modular and
BIOFILTAIR™ field erected systems. With over 100 installed systems
and over a decade of experience, the Corporation's groundbreaking
biofilters are the technology of choice for Wastewater Treatment Plants
across North America. www.biorem.biz.

Brian Herner, Chief Executive Officer

The TSX Venture Exchange Inc. has not reviewed and does not accept
responsibility for the adequacy or accuracy of this release. The TSX
Venture Exchange Inc. has in no way passed upon the merits of the
proposed transaction and has neither approved nor disapproved of the
contents of this release.

Forward-Looking Statements - NOT FOR U.S. DISTRIBUTION

All statements, other than statements of historical fact, in this news
release are forward-looking statements that involve various risks and
uncertainties, including, without limitation, statements regarding the
future plans and objectives of BIOREM Inc. There can be no assurance
that such statements will prove to be accurate. Actual results and
future events could differ materially from those anticipated in such
statements. These and all subsequent written and oral forward-looking
statements are based on the estimates and opinions of management on the
dates they are made and are expressly qualified in their entirety by
this notice. The Company assumes no obligation to update forward-looking
statements should circumstances or management's estimates or opinions
change.



BIOREM INC.
(formerly Ontario Capital Opportunities Inc.)
BALANCE SHEETS
December 31, 2004, with comparative figures for 2003

2004 2003
ASSETS

Current Assets:
Cash $ 333,869 $ 105,000
Future income taxes 17,500 -
Prepaid share issue costs 19,144 -
----------------------------
370,513 105,000
Future income taxes 25,100 -
----------------------------
$ 395,613 $ 105,000
----------------------------
----------------------------

LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable and accrued
liabilities $ 11,060 $ 6,000
----------------------------

Shareholders' equity
Share capital 411,444 105,000
Contributed surplus 4,330 -
Deficit (31,221) (6,000)
----------------------------
384,553 99,000
----------------------------

$ 395,613 $ 105,000
----------------------------
----------------------------
- -



BIOREM INC.
(formerly Ontario Capital Opportunities Inc.)
STATEMENT OF EARNINGS AND DEFICIT
Year ended December 31, 2004, with comparative figures
for the period from incorporation December 18, 2003
to December 31, 2003

2004 2003

Revenue
Interest $ 2,421 $ -
----------------------------
Expenses:
General and administrative 30,879 6,000
Employee stock options 14,263
----------------------------
45,142 6,000
----------------------------

Loss before income taxes (42,721) (6,000)

Future income tax (17,500) -
----------------------------
Loss for the year (25,221) (6,000)

Deficit, beginning of year (6,000) -
----------------------------
(Deficit), end of year $ (31,221) $ (6,000)
----------------------------
----------------------------
Earnings per share:
Basic $ (0.07) $ (0.03)
Diluted $ (0.06) $ (0.03)



BIOREM TECHNOLOGIES INC.
BALANCE SHEETS
December 31, 2004, with comparative figures for 2003

2004 2003
ASSETS

Current Assets:
Cash $ 1,734,063 $ 171,964
Accounts receivable 2,494,554 2,336,075
Inventory 374,403 216,285
Prepaid expenses 189,385 4,776
Scientific research and experimental
development costs recoverable 65,000 25,000
Future income taxes 350,000 450,000
Prepaid share issue costs 488,959
----------------------------
5,696,364 3,204,100
Plant and equipment 626,316 131,867
Future income taxes 24,454 211,246
----------------------------
$ 6,347,134 $ 3,547,213
----------------------------
----------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY
(DEFICIENCY)

Current Liabilities:
Accounts payable and accrued
liabilities $ 2,447,269 $ 1,872,408
Due to related parties 7,456
Convertible Class A preference
shares 400,000
Notes payable to related parties 100,000 100,000
Current portion of capital lease 21,903
----------------------------
2,569,172 2,379,864
Long-term debt 2,184,500 2,136,111
Obligations under capital lease 19,893
----------------------------
4,773,565 4,515,975
----------------------------

Shareholders' equity (deficiency):
Share capital 2,868,530 895,115
Other paid-in capital 287,623 405,033
Contributed surplus 149,133 41,339
Deficit (1,731,717) (2,310,249)
----------------------------
1,573,569 (968,762)
----------------------------
$ 6,347,134 $ 3,547,213
----------------------------
----------------------------
- -



BIOREM TECHNOLOGIES INC.
STATEMENT OF EARNINGS AND DEFICIT
Years ended December 31, 2004, with comparative figures for 2003

2004 2003

Revenue $ 9,933,594 $ 8,627,663
Cost of goods sold 5,342,618 4,868,185
----------------------------
4,590,976 3,759,478
----------------------------
Expenses:
Sales and marketing 1,445,319 1,135,071
Research and development 133,923 132,658
General and administrative 1,104,548 866,090
Amortization 68,172 32,390
Interest - short-term 16,400 134,779
Amortization of discount on
convertible promissory
notes payable 104,989 41,924
Accrued dividends on convertible
Class A preference shares 7,512 24,000
Interest on long-term debt 246,482 65,888
Loss on foreign exchange 228,601 113,229
----------------------------
3,355,946 2,546,029
Other income (118,359) (51,020)
----------------------------
3,237,587 2,495,009

Earnings before income taxes 1,353,389 1,264,469

Future income tax (recovery) 381,292 (661,246)
----------------------------
Net earnings 972,097 1,925,715

(Deficit), beginning of year (2,310,249) (4,235,964)

Premium on repurchase of shares (393,565)
----------------------------
(Deficit), end of year $ (1,731,717) $ (2,310,249)
----------------------------
----------------------------
Earnings per share:
Basic $ 0.67 $ 1.60
Diluted $ 0.16 $ 0.53



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Contact Information

  • FOR FURTHER INFORMATION PLEASE CONTACT:
    BIOREM Technologies Inc.
    Tim Gallagher
    (519) 767-9100 x404
    ir@BIOREM.biz