HSE Integrated Ltd.
TSX VENTURE : HSL

HSE Integrated Ltd.

June 02, 2005 08:20 ET

HSE Integrated Ltd. Announces $10 Million Bought Deal

CALGARY, ALBERTA--(CCNMatthews - June 2, 2005) - HSE Integrated Ltd. (TSX VENTURE:HSL)

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.

HSE Integrated Ltd. ("HSE" or the "Company") which trades under "HSL" on the TSX Venture Exchange is pleased to announce that it has entered into an agreement with First Associates Investments Inc. pursuant to which the underwriter, together with Jennings Capital Inc., has agreed to purchase 5,263,200 Units, at a price of $1.90 per Unit, for aggregate proceeds to HSE of approximately $10 million. The Underwriter has the option to purchase up to an additional 1,100,000 Units at the unit issue price, at any time up to 48 hours prior to Closing. Each Unit will consist of one common share and one-half of one share purchase warrant. Each whole warrant will entitle the holder to acquire a common share at a price of $2.40 at any time on or before June 23, 2007. The offering, after including the full exercise of the underwriters' option, will results in gross proceeds to the Company of over $12 million before expenses and commissions associated with the offering.

The offering is scheduled to close on or about June 23, 2005 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange. The securities issued pursuant to the offering shall be subject to a four-month hold period in accordance with applicable securities laws.

The proceeds raised from the unit portion of the offering shall be used by HSE to fund capital expenditures and for general corporate purposes.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an application exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

HSE is an integrated supplier of industrial Health, Safety and Environmental services. From its head office in Calgary, Alberta, it serves its clients from eleven field service locations in Alberta and British Columbia. HSE trades on the TSX Venture Exchange under the symbol "HSL".

Forward Looking Statements

Statements in this document that may be considered forward-looking are based on management's current expectations that involve a number of risks and uncertainties, which could cause actual results to differ from those anticipated.

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

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