Genoil Inc.
OTC Bulletin Board : GNOLF

Genoil Inc.

November 13, 2007 20:00 ET

Genoil Inc. Announces Cancellation of Debt and Issuance of Preferred Shares

CALGARY, ALBERTA--(Marketwire - Nov. 13, 2007) - Genoil Inc. (TSX VENTURE:GNO) (OTCBB:GNOLF) previously issued convertible promissory notes (the "Notes") to certain Note holders pursuant to a Note and Warrant Purchase Agreement entered into by and among the Note holders and Genoil as of December 23, 2004 (the "NWPA").

Genoil has entered into a Cancellation Agreement (the "Cancellation Agreement") with a major Note holder, whereby each of the Notes held by such holder, representing a principal amount of $4,902,800, and the NWPA, as it relates to such holder, will be cancelled in exchange for the issuance of 2,785,681 Class A preferred shares in the capital of Genoil (the "Preferred Shares"). Each Preferred Share may be convertible into four common shares of Genoil at the election of the holder and the Preferred Shares are redeemable by Genoil at any time at a price of $1.76 per Preferred Share.

Genoil intends to file a shares for debt application with the TSX Venture Exchange in respect of the cancellation of such Notes and the issuance of the Preferred Shares and the issuance of such Preferred Shares remains conditional upon TSX Venture Exchange approval of such application.

The Preferred Shares will not be listed on any exchange and the common shares issuable upon conversion of the Preferred Shares shall be subject to resale restrictions.

About Genoil

Genoil Inc. is an international engineering technology development company based in Alberta, Canada, that develops innovative hydrocarbon, oil and water separation and marine technologies for the oil and gas and commercial marine industries.

ADVISORY: The TSX Venture Exchange has neither approved nor disapproved of the information contained herein.

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