Bri-Chem Corp. announces letter of intent to acquire Millennium Technologies Ltd.



    TSX Venture Exchange
    Symbol "BRY"

    EDMONTON, June 4 /CNW/ - Bri-Chem Corp. (the "Bri-Chem") (TSX Venture
Exchange: BRY) a leading Canadian wholesale distributor of drilling fluids,
products and services, is pleased to announce that it has entered into a
letter of intent (the "Letter of Intent") to acquire Millennium Technologies
Ltd. ("Millennium"), a Western Canadian-based full-service chemical products
wholesaler. Under the terms of the Letter of Intent, Bri-Chem has agreed to
make an offer to purchase (the "Proposed Acquisition") all of the issued and
outstanding shares of the parent holding company and related party loans of
Millennium in consideration for an aggregate purchase price of $4,500,000.
    The total purchase price of $4,500,000 consists of $3,000,000 cash
payable as to $2,700,000 on closing, $300,000 fourteen months from closing and
$1,500,000 by way of the issuance of 600,000 common shares at a price of
$2.50 per share. The Proposed Acquisition also incorporates 100,000 share
purchase warrants issued to the vendors. Each share purchase warrant entitles
the holder to purchase one common share of Bri-Chem at a price of $2.50 per
common share for a period of three years from the close of the Proposed
Acquisition. Bri-Chem management believes the acquisition of Millennium will
be immediately synergistic and will provide new customers, broader territorial
coverage specifically in Saskatchewan, and inventory warehouse consolidation.
    Millennium is a private corporation duly incorporated and validly
existing under the laws of the Province of Alberta having its head office in
Calgary, Alberta. Unaudited figures from Millennium's operations for the
fiscal year ended September 30, 2006 were total assets of $8,246,083, net
working capital of $1,826,028, sales of $11,434,833 and pretax earnings of
$651,536. Millennium currently supplies over 200 drilling fluid, environmental
and production chemical products to a customer base primarily located in the
Western Canada. Since 1999, Millennium has developed a diversified product mix
and built-up a strong outside sales staff who provide customers with the
finest possible service and technical advice.

    About Bri-Chem

    Bri-Chem operates out of its head office located in Acheson, Alberta and
its principal activity is the wholesale/distribution blending and packaging of
drilling fluid supplies for the oil and gas industry. Bri-Chem provides over
100 domestic and foreign products to customers throughout Alberta, British
Columbia and Saskatchewan.

    Forward Looking Statements

    Certain statements contained in this press release, including statements
which may contain words such as "could", "should", "expect", "anticipate",
"believe", "will", and similar expressions and statements relating to matters
that are not historical facts are forward looking statements. Such forward
looking statements involve known and unknown risks and uncertainties which may
cause the actual results, performances or achievements of Bri-Chem to be
materially different from any future results, performances or achievements
expressed or implied by such forward looking statements. Such factors include,
but are not limited to, fluctuations in oil and gas activity levels, political
and economic conditions, and the demand for products provided by Bri-Chem.

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





For further information:

For further information: Don Caron, T: (780) 420-6885, F: (780)
496-9172, dcaron@wacapital.com

Organization Profile

BRI-CHEM CORP.

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