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Published on 3/29/2006 in the Prospect News PIPE Daily.

New Issue: Royal Laser plans C$40 million private placement to finance Venture Steel acquisition

By Sheri Kasprzak

New York, March 29 - Royal Laser Corp. said it intends to raise C$40 million in a private placement to partially fund its acquisition of Venture Steel Inc.

The offering includes 32 million subscription receipts at C$1.25 each. The price per receipt is a 6% discount to the company's C$1.33 closing stock price March 28.

The receipts are exchangeable for one share of Royal Laser once the acquisition is completed.

The placement is scheduled to close April 13.

A syndicate of underwriters led by Canaccord Adams Inc. has a greenshoe for up to C$10 million in receipts.

Under the terms of the acquisition, Royal Laser has agreed to pay C$43.5 million, of which C$2.5 million is payable in shares, to Ruben Rivas, Venture Steel's majority shareholder.

The acquisition is expected to close April 28.

Royal Laser, located in Toronto, manufactures custom metal and wood products for the retail in-store development sector.

Issuer:Royal Laser Corp.
Issue:Subscription receipts exchangeable for common shares
Amount:C$40 million
Greenshoe:For C$10 million
Receipts:32 million
Price:C$1.25
Warrants:No
Underwriters:Canaccord Adams Inc. (lead)
Pricing date:March 29
Settlement date:April 13
Stock symbol:Toronto: RLC
Stock price:C$1.33 at close March 28

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