VANCOUVER, Nov. 19 /CNW/ - Fairfax Capital Inc. (TSXV: FFX) is pleased to
announce that it has acquired all of the issued and outstanding shares of Free
Energy Solutions Inc. ("Free Energy") in consideration of the issuance of
9,796,453 shares of the Company, of which 6.3 million shares are subject to a
6 year escrow arrangement which provides for the release of the shares to
principals of the company in stages over six years.
The acquisition completes the Company's Qualifying Transaction described
in its Information Circular dated July 25, 2007. As a result the Company will
no longer be considered a Capital Pool Company.
The Company is also pleased to announce that it has completed the
$760,000 private placement announced by the Company on October 19, 2007. The
notes which are the subject of the private placement are convertible at the
option of the holders into common shares of the Company at the conversion
price of $1.56 per share. On closing, the Company issued to the subscribers
warrants exercisable to purchase up to an aggregate of 487,180 common shares
of the Company for a period of two years for $1.56 per share.
The proceeds from the private placement will be used by the Company for
general working capital purposes. Any shares acquired by investors pursuant to
any conversion of their notes or any exercise of their warrants will be
subject to a hold period expiring on March 8, 2008.
About Free Energy Solutions Inc.
Free Energy is a British Columbia corporation in the renewable energy
sector. Free Energy is a 100% subsidiary of Fairfax Capital Inc. Its principal
business is developing innovative technologies for the heating and cooling
industry based on a new class of thermal superconductors now becoming
available on the world market. Its head office and principal place of business
is located in Richmond, British Columbia.
Free Energy's technologies build on the well-established principle of
"earth source energy", which allows a building to draw free heat out of the
ground for heating and induce heat into the ground for cooling. Free Energy is
in the process of developing a high efficiency condenser that can be used in
commercial refrigeration applications, a seawater heat exchanger for large
commercial air conditioning systems, and a simple heat exchanger that can be
installed in the ground to act as a heat source or heat sink for conventional
residential heating and air conditioning systems. Prototypes of its geoheating
and geocooling units have already been developed.
Information on the technology can be viewed at the Free Energy website at
About Fairfax Capital Inc.
Fairfax is a British Columbia corporation with its head office in
Vancouver, British Columbia. Fairfax is listed on the TSX Venture Exchange as
a Tier 2 company. Fairfax has a total of 12,636,453 common shares issued and
outstanding, of which 7,140,000 shares are subject to escrow arrangements.
Additional information on Free Energy and Fairfax may be found in the
Information Circular for the 2007 annual and special general meeting of
Fairfax shareholders, which is posted on SEDAR at www.sedar.com.
ON BEHALF OF THE BOARD OF DIRECTORS OF FAIRFAX CAPITAL INC.
Alf Sanderson, President
The TSX Venture Exchange does not accept responsibility for the adequacy
or accuracy of this release. The statements made in this release may
contain forward-looking statements or statements relating to matters that
involve a number of risks and uncertainties. Actual events or results
could differ materially from the Company's expectations and projections.
For further information:
For further information: please contact the Company by phone at (604)
657-5638 or by email firstname.lastname@example.org