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RMS Rms Systems Inc.

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Share Name Share Symbol Market Type
Rms Systems Inc. TSXV:RMS TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

RMS Systems Inc. Announces Non-Brokered Private Placement

11/10/2012 4:45pm

Marketwired Canada


NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE
SERVICES


RMS Systems Inc. ("RMS" or the "Corporation") (TSX VENTURE:RMS) is pleased to
announce that it has agreed to raise approximately $1,710,000 in a non-brokered
private placement financing (the "Offering") by issuing 9,500,000 common shares
(the "Common Shares") at a price of $0.18 per Common Share to PHX Energy
Services Corp ("PHX"). PHX is the Corporation's joint venture partner in its 50%
subsidiary RigManager International Inc.


The net proceeds from the Offering will be used to fund RMS' capital
expenditures as well as for general working capital purposes.


The Offering is expected to close in late October, 2012 and is subject to
certain conditions, including, but not limited to, the execution of definitive
documentation and the receipt of all necessary approvals, including the approval
of the TSX Venture Exchange. The Common Shares issued pursuant to the Offering
will be subject to a four month hold period.


The securities described herein have not been registered under the U.S.
Securities Act of 1933 (the "Act"), as amended, and may not be offered or sold
in the United States unless registered under the Act or unless an exemption from
registration is available.


Cautionary Statements

The information in this news release includes certain information and statements
about management's view of future events, expectations, plans and prospects,
including the use of proceeds from the Offering, the completion of the Offering
and the anticipated closing date of the Offering that constitute forward looking
statements. 


These statements are based upon assumptions that are subject to significant
risks and uncertainties. Because of these risks and uncertainties and as a
result of a variety of factors, the actual results, expectations, achievements
or performance may differ materially from those anticipated and indicated by
these forward looking statements. Although RMS believes that the expectations
reflected in forward-looking statements are reasonable, it can give no
assurances that the expectations of any forward-looking statements will prove to
be correct. The closing of the Offering may not be completed if definitive
documentation cannot be finalized or RMS is unable to obtain the necessary
regulatory and stock exchange approvals on the timelines it has planned or if
some other condition to the closing is not satisfied. Accordingly, there is a
risk that the Offering will not be completed within the anticipated time, on the
terms currently proposed, or at all. The intended use of the proceeds of the
Offering by RMS might change if the board of directors of RMS determines that it
would be in the best interests of RMS to deploy the proceeds for some other
purpose. The forward looking statements contained in this press release are made
as of the date hereof and RMS undertakes no obligations to update publically or
revise any forward looking statements or information, whether as a result of new
information, future events or otherwise, unless so required by applicable
securities laws.


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