N@N

Royal Laser Provides Additional Disclosure on Unsolicited Offer to Acquire All Outstanding Common Shares

^{Published on 2009-11-17 09:08:16 - Market Wire}
 

TORONTO, ONTARIO--(Marketwire - Nov. 17, 2009) - Further to the press release issued earlier today Royal Laser Corp. (the "Company" or "Royal Laser") (TSX:RLC) is providing additional disclosure on the unsolicited offer received to acquire all of the Company's outstanding common shares. The non-binding offer is subject to various conditions including due diligence and the sale of Royal Laser's non-core assets consisting of Royal Laser Manufacturing, WAM Industries, Smokey Manufacturing, Thunder Tool, and Envyrozone ("Non-Core Assets"). The offer for the Company which, excluding the Non-Core Assets, represents the steel processing business of Venture Steel is for $30,000,000 or approximately $0.31 per Royal Laser common share.

The Company has also received an offer from Bill Iannaci, Co-Chief Executive Officer of Royal Laser, to acquire the Non-Core Assets for approximately $8,000,000 which is proposed to be satisfied by the assumption of approximately $6,900,000 in liabilities and the payment of approximately $1,100,000 in cash. The proposed purchase price is subject to change based on a working capital adjustment.

The Special Committee formed by the Company will consider the offer for all the common shares, excluding the Non-Core Assets, and also the separate offer for the Non-Core Assets with a view to maximizing value for Royal Laser's shareholders. There is no assurance that any transaction will be completed either for the acquisition of all the common shares of the Company or for the sale of the Non-Core Assets.

About Royal Laser Corp.

Royal Laser Corp., through its operations, services, processes and distributes flat-rolled steel targeted at the multi-billion dollar automotive OEM, automotive after-market, and custom fabricates products for the industrial, environmental, automotive and construction industries in Canada, the United States and recently Mexico. The Company's common shares trade on the Toronto Stock Exchange under the symbol "RLC" and there are approximately 97 million shares outstanding.

For further information on the Corporation, please visit SEDAR at [ www.sedar.com ].

To receive Company news by email, please contact [ info@royallaser.com ] and specify "Royal Laser news" in the subject line.

Forward-Looking Statements

Certain statements contained in this press release include statements which contain words such as "anticipate", "could", "should", "expect", "seek", "may", "intend", "likely", "will", "believe" and similar expressions, statements relating to matters that are not historical facts, and such statements of our beliefs, intentions and expectations about development, results and events which will or may occur in the future, constitute "forward-looking information" within the meaning of applicable Canadian securities legislation and are based on certain assumptions and analysis made by us derived from our experience and perceptions. All such forward-looking information is based on certain assumptions and analyses made by us in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. The risks, uncertainties, and assumptions are difficult to predict and may affect operations, and other factors, many of which are beyond our control, and are as discussed under the heading "Trends, Risks and Uncertainties" and in the Annual Information Form of Royal Laser dated June 29, 2009 and filed on SEDAR at [ www.sedar.com ] , as well as Royal Laser's periodic reports filed with the Ontario Securities Commission and other regulatory authorities. Actual results, performance or achievements could differ materially from those expressed in, or implied by, this forward-looking information and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking information will transpire or occur, or if any of them do so, what benefits will be derived therefrom. Except as required by law, Royal Laser Corp. disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise. The forward-looking information contained herein is expressly qualified by this cautionary statement.

The Toronto Stock Exchange does not accept responsibility for the adequacy or accuracy of this release.