Empire Industries Ltd.

Empire Industries Ltd.

October 16, 2007 09:00 ET

Empire Industries Ltd. Announces Letter of Intent to Acquire Parr Metal Fabricators

WINNIPEG, MANITOBA--(Marketwire - Oct. 16, 2007) - Empire Industries Ltd.("Empire") (TSX VENTURE:EIL), one of Western Canada's fastest growing steel fabrication and construction service providers today announced that it has signed a conditional letter of intent to purchase the assets and business of Parr Metal Fabricators Ltd. ("Parr Metal") of Winnipeg, Manitoba (www.parrmetal.com).


- Purchase price of $0.45M plus working capital, estimated to be $0.6M

- Purchase price payable in cash at closing with working capital to be paid 90 days after closing 3/4 In the prior year, PARR Metal generated revenue of $5 million and normalized EBITDA of $0.5 million.

- Long term property lease of $108,000 per year for a 22,000 square foot shop and 8,000 square foot office.

- Two year option to purchase the property for $1.2 million with a right of first refusal if this option is not exercised.

- Current management will be staying on.

- Conditional on satisfactory due diligence, legal documentation, etc. Transaction scheduled to close on November 30, 2007.

Parr Metal has been in operation for over 30 years. Parr Metal is a leading custom fabricator of carbon steel, stainless steel and aluminum industrial piping and products such as; pressure vessels, pressure piping, tanks, stacks and conveyor systems.

"The acquisition of Parr Metal is another element of our plan of making strategic acquisitions and pursuing high value-added, growth opportunities in Western Canada" stated Guy Nelson, CEO of Empire Industries Ltd. "Not only will Parr strengthen Empire's custom plate and tank fabrication capabilities, it will also provide the potential for additional synergies with Tornado Technologies Inc., which is a transaction in process that we previously announced. The Parr Metal acquisition also enhances Empire's position as a one stop shop for steel fabrication and construction services in Western Canada."

"The management team at Parr Metal is excited about joining the Empire group of companies. It will give us access to new markets and additional resources to enhance our growth and profitability" said Cesare Sacco, General Manager of Parr Metal.

About Empire Industries Ltd.

Empire Industries Ltd. ("Empire") is a public company that was formed in July 2006. Empire is one of Western Canada's fastest growing steel fabrication and construction service providers. Empire's mission is to increase shareholder value by adding value to steel. Empire realizes its mission by growing profits organically and through strategic acquisitions in the burgeoning industrial, commercial and institutional construction marketplace of Western Canada. Empire trades on the TSX Venture Exchange under the trading symbol EIL.

For more information, please visit Empire's web-site at: www.empind.com.

This press release contains forward-looking statements, within the meaning of applicable securities legislation, concerning Empire's business and affairs. These statements are identifiable by their use of verbs such as "expect", as well as by the use of future or conditional tenses. These forward looking statements are based on current expectations, and are naturally subject to uncertainty and changes in circumstances that may cause actual results to differ materially. Readers are cautioned not to place undue reliance on such forward-looking statements. Empire assumes no obligation to revise or update these forward-looking statements to reflect the occurrence of unanticipated future events, except as may be required under applicable securities laws. . EBITDA is a non-GAAP measure, defined as earnings before interest and bank charges, income taxes, depreciation and amortization.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

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