United Protection Security Group Inc. - $5 million equity line facility
agreement

/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

(TSX - V: UZZ)

EDMONTON, July 12 /CNW/ - Fredy Ramsoondar, CFO and Executive Vice President of United Protection Security Group Inc. (UPSG or the Company), (TSX-V: UZZ), announces that the Company has entered into an agreement providing for an Equity Line Facility ("ELF") with Dutchess Opportunity Cayman Fund Ltd., a fund managed by Dutchess Capital Management, II LLC. Under the terms of the ELF, Dutchess has committed to provide up to $5 million of capital during the next three years, at the Company's discretion, through the issue of common shares.

"This new equity line facility gives us a flexible and inexpensive access to capital to support our growth initiatives," said F. Ramsoondar, Chief Financial Officer of the Company. "By demonstrating access to capital and the sequential improvement of our financial performance we are sending a clear and positive message to our shareholders".

The Company can draw on Dutchess' commitment by sending draw down notices from time to time, within maximum draw limits. Subject to a minimum price to be designated by the Company, the common shares will be issued at a predetermined discount of 5% to the prevailing share price at the time of draw down. The Company is restricted from issuing shares under a draw down to the extent such shares would result in Dutchess and its affiliates owning more than 10% of the issued and outstanding shares of the Company.

The ELF remains subject to certain conditions precedent, including the filing of a base shelf prospectus with the Canadian securities authorities and approval of the TSX Venture Exchange. The agreement can be terminated at any time by the Company without the payment of any additional fees.

In connection with the ELF, the Company will file a preliminary short form base shelf prospectus with the securities authorities. This filing will allow the Company to qualify the shares issued under the ELF and make offerings of common shares up to $5 million during the next 25 months.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to United States persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

    
    About Dutchess Capital
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Dutchess Capital is an investment manager which provides creative financing for public companies. Founded in 2000, funds managed by Dutchess have made over $200 million in direct investments in companies throughout North America, Europe and Asia.

For almost a decade, Dutchess has been a global leader in Equity Line Facilities (ELFs) and has transacted in excess of $1.6 billion in such financings worldwide. The ELF is a flexible financing structure by which publicly traded companies can raise capital quickly, efficiently and with less dilution than most traditional offerings. For more information, please visit: www.dutchessopportunity.com, a fund managed by www.dutchesscapital.com.

Stock Awareness Activities

To find out more about United Protection Security Group Inc. (TSX-V: UZZ), visit our website at www.unitedprotection.com. To join the 'request for information', go to the web page www.unitedprotection.com and click the tab 'request information' and follow the prompts. You may also email Investor Relations at: [email protected].

Statements in this press release other than purely historical information, including statements relating to the Company's future plans and objectives or expected results, are forward-looking statements. Forward-looking statements are based on numerous assumptions and are subject to all of the risks and uncertainties inherent in the Company's business, including risks related to business development and retention, and risks related to the current economic and credit conditions. As a result, actual results may vary materially from those described in the forward-looking statements.

The TSX Venture Exchange has neither approved nor disapproved the information contained herein.

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For further information: For additional investor and media relations inquiries contact: Fredy Ramsoondar, CFO, Executive Vice President and Board Member, Email: [email protected], Tel: [phone]