RMS Systems Inc. Announces $5 Million Bought Deal Private Placement

CALGARY, ALBERTA--(Marketwire - April 21, 2011) -

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN

RMS Systems Inc. (TSX VENTURE:RMS) (the "RMS" or the "Company") is pleased to announce that it has entered into an agreement with Cormark Securities Inc. (the "Underwriter") pursuant to which the Underwriter has agreed to purchase 7,500,000 common shares ("Common Shares") of the Company on a bought deal private placement basis at a price of $0.68 per Common Share for total gross proceeds to RMS of $5,100,000 (the "Offering").

The Underwriter shall also have the option, exercisable at any time up to the closing of the Offering, to purchase up to an additional 1,125,000 Common Shares at the issue price for additional gross proceeds of up to $765,000.

The offering is scheduled to close on or about May 12, 2011 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 Common Shares issued pursuant to the private placement will be subject to a fourth month hold period.

The net proceeds from the Offering will be used to fund the Company's capital expenditures as well as for general working capital purposes.

The securities described herein 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 unless registered under the Act or unless an exemption from registration is available.

Cautionary Statements

The information in this news release includes certain information and statements about management's view of future events, expectations, plans and prospects, including closing of the Offering and the use of proceeds therefrom, and receipt of necessary regulatory and other approvals that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties. These risks include, but are not limited to a reduction in drilling activity in the United States and/or Canada. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward looking statements. Although RMS Systems Inc. believes that the expectations reflected in forward-looking statements are reasonable, it can give no assurances that the expectations of any forward-looking statements will prove to be correct. The nature of the agreements that RMS maintains with its industry partners provides that these agreements are, for the most part, terminable without notice and without penalty. In addition, these agreements provide that revenue is earned only while the drilling rig is in operation. As a result, RMS's revenues are impacted significantly by a reduction in drilling activity by its customers and the RMS expectations may be impacted significantly in the event a customer changes its drilling plans or otherwise terminates its relationship with RMS. RMS revenues are also significantly impacted by weather which on occasion limits drilling activities. RMS Systems Inc. disclaims any intention and assumes no obligation to update or revise any forward looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward looking statements or otherwise, except as required pursuant to applicable securities laws.