CERF Incorporated Acquires the Assets of Empire Tool Inc.

CALGARY, ALBERTA--(Marketwired - May 28, 2014) - CERF Incorporated ("CERF" or the "Company") (TSX VENTURE:CFL) is pleased to announce that it has purchased the business and assets (the "Acquisition") of Empire Tool Inc. ("Empire") a Calgary-based, privately owned oilfield service and rental business through its subsidiary TRAC Energy Services Ltd. ("TRAC"). The purchase price for the Acquisition was approximately $9.3 million.

"The acquisition of Empire complements TRAC's oilfield service capability within Western Canada, and enhances our overall earnings ability," said Wayne Wadley, President of CERF. "We are excited to welcome Empire's management team to TRAC, who will be instrumental in integrating Empire's assets, sales capacity, and oilfield capabilities into our well established operating model."

The Empire assets will immediately enhance TRAC's capability to provide new and existing customers with more equipment used in directional drilling applications including: specialty and heavy weight drill pipe; drill collars and related handling equipment. Empire's assets operate primarily in the deep horizontal plays of Western Alberta and Northeast British Columbia.

Empire generated approximately $4.2 million in revenue and $2.8 million in adjusted and normalized EBITDA in the year ending March 31, 2014, and is expected to be immediately accretive to CERF shareholders. The Acquisition is payable by cash in the amount of $6.1 million, subject to a one year, $2 million hold back provision and through the issuance of $3.2 million in CERF common shares.

Raymond James Ltd. acted as financial advisor to Empire.

About CERF Incorporated

CERF Inc. is a Canadian public corporation engaged in the rental, sale and service of industrial and construction equipment and waste management and environmental services. The Equipment Rental Segment includes the rental of residential, commercial and industrial construction-related equipment, including sales and service of equipment. It also includes the rental and sale of equipment to the drilling and service sectors of the oil and natural gas industry. The Waste Management Segment consists of complete waste facility management (six landfill sites in central Alberta) including waste facility design and construction services, recycling management and collection services, and consulting services. The Waste Management Segment also consists of waste removal and disposal from commercial, industrial and residential customers. CERF Incorporated trades on the TSX Venture Exchange under the symbol "CFL".

Advisory Regarding Forward-Looking Information

This press release contains forward-looking information. All statements, other than those of historical fact, which address activities, events, outcomes, results or developments that CERF anticipates or expects may, or will occur in the future (in whole or in part) should be considered forward-looking information. In particular, this press release refers to CERF's and TRAC's anticipated benefits of the Acquisition, integration of the acquired assets with TRAC's business, the enhancement of TRAC's capability to serve new and existing customers, and the expectation the transaction will be immediately accretive to CERF shareholders, all of which are forward-looking information. This forward-looking information is based upon on various assumptions, including assumptions regarding the integration of the acquired assets. Readers are cautioned that there is no assurance that the matters referenced herein will proceed as set forth herein. Many factors could cause the performance or achievement by CERF and TRAC to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking information. These factors include the failure to achieve the anticipated benefits of the Acquisition. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward-looking information contained in this press release is expressly qualified by this cautionary statement. CERF is not under any duty to update any of the forward-looking information after the date of this press release or to conform such statements to actual results or to changes in CERF's expectations and CERF disclaims any intent or obligation to update publicly any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

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.