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Published on 6/20/2005 in the Prospect News PIPE Daily.

New Issue: MR3 Systems closes $1 million sale of convertibles

By Sheri Kasprzak

Atlanta, June 20 - MR3 Systems, Inc. said it has completed a $1 million private placement of convertible preferred stock.

The company sold 400,000 shares of series B convertible preferred stock at $2.50 each to MRD Holdings Inc.

Each preferred is convertible into common shares on the basis of 25 common shares for each preferred.

A total of $672,000 from the offering will be paid on monthly installments for three months, and the remaining $328,000 will be advanced to MR3 to repay a series of promissory notes from Sincere Investments Ltd.

MR3 has also authorized an option for MRD to buy, in any combination, up to $4.5 million in notes or 2,534,090 shares of series B preferred stock at $1.78 each. MRD may exercise that option within 90 days.

Based in San Francisco, MR3 extracts metals from metal-based source materials.

Issuer:MR3 Systems, Inc.
Issue:Series B convertible preferred stock
Amount:$1 million
Shares:400,000
Price:$2.50
Conversion ratio:Into 25 common shares for each preferred
Warrants:No
Investor:MRD Holdings Inc.
Settlement date:June 15
Stock price:$0.18 at close June 15

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