SOURCE: Gemini Corporation

Gemini Corporation

January 05, 2015 16:35 ET

Gemini Corporation Acquires Arletta Environmental Consulting Inc.

CALGARY, AB --(Marketwired - January 05, 2015) - Gemini Corporation (TSX VENTURE: GKX) ("Gemini") is pleased to announce that it has acquired all of the issued and outstanding shares of Arletta Environmental Consulting Inc. ("Arletta"), a privately held environmental consulting firm servicing oil and gas clients in Alberta and Saskatchewan. The purchase price is comprised of $2,000,000 in cash and $200,000 in Gemini common shares at a deemed price of $0.36 per share, plus normal working capital adjustments at closing. In addition, an amount of up to $800,000 in cash will be paid, subject to the satisfaction of certain earn-out conditions, over the next three years.

Arletta, established in 2008 in Calgary, Alberta, employs 20 skilled professionals specializing in environmental, remediation and reclamation services. The Arletta team has the experience and talent to complete environmental project requirements by supporting all aspects from pre-construction assessments, ground water monitoring, and permit applications, to spill response, remediation and reclamation.

The services delivered by Arletta are complementary to Gemini's business and the clients they are working with supplement Gemini's existing clients. The synergies between Arletta and Gemini's recent acquisition of Muskeg Environmental Services Ltd. ("Muskeg") located in northeast British Columbia, strengthens Gemini's delivery of environmental solutions across western Canada. Both organizations have similar cultural philosophies, service offerings and project execution methodologies. The combination of Arletta and Muskeg with Gemini's regulatory team establishes a foundation of nearly 70 professionals upon which Gemini can continue to build a relevant and respected environmental services organization.

This acquisition is anticipated to be immediately accretive to Gemini's earnings and is expected to add approximately $3,000,000 in revenue annually. The oil and gas market is evolving with increasing regulation on virtually all aspects of the industry. This evolution is creating a high growth opportunity for service providers with a breadth of local capability to deliver solutions designed to expedite the regulatory approval processes. Strengthening our service offering at the front end of facility projects is expected to translate into increasing opportunity for Gemini's engineering and field service business units.

"The unique business model we developed is now well-positioned for growth with the acquisition of Arletta, which has been delivering exceptional services and has developed strong relationships within the oil & gas industry." said Doug Lautermilch, Gemini's President and CEO. "We will now focus on the tremendous opportunity to accelerate our growth with the integration of the expertise of professionals from three organizations and leverage our collective client relationships."

"We have spent many years developing relationships with our clients and look forward to the opportunity to strengthen them with an expanded service offering", stated Jennifer Carscallen, Arletta's President and CEO. "We are excited to be a part of Gemini, and to the have the opportunity to share and grow our industry knowledge with a larger team. We at Arletta have focused on our people, delivering exceptional project outcomes by integrating our clients into the project team. Gemini's values and commitment to client relationships is expected to facilitate a smooth integration into the organization."

About Gemini Corporation

Gemini Corporation is a professional services firm that designs, builds and maintains energy and industrial facilities. Founded in 1982, Gemini has been providing clients with project life cycle solutions through stand-alone or integrated service delivery models. The Corporation's principal target markets are midstream oil and gas, in-situ heavy oil, oil and gas production, and oil and gas processing across western Canada. Our service diversity includes land, environmental, regulatory, engineering, fabrication, installation and maintenance solutions. Our integrated design-build project delivery model differentiates Gemini and provides tremendous value-added benefits for clients, such as schedule compression and one point of accountability.

Shares of Gemini trade on the TSX Venture Exchange under the symbol "GKX". For more information about the Corporation and its services, go to www.geminicorp.ca

Neither the 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.

Disclaimer
This news release may contain forward looking information that represents Gemini's internal projections, expectations, estimates or beliefs concerning, among other things, future operating results and various components thereof or Gemini's future economic performance. All statements other than the statements of historical fact may be forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as "may", "will", "should", "expects", "projects", "plans", "anticipates", and similar expressions. The projections, estimates and beliefs contained in such forward-looking statements are based on management's assumptions relating to Gemini's performance and competition within the sectors in which it competes, the continuation of the current regulatory and tax regimes in the jurisdictions in which Gemini operates, and necessarily involve known and unknown risks and uncertainties, including risks and assumptions relating to client service demand, field service costs, labour rates, and other factors that may cause actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Accordingly, readers are cautioned that events or circumstances could cause results to differ materially from those predicted or suggested. The Corporation does not undertake to update any forward-looking information in this document whether as to new information, future events or otherwise.

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