CFM Majestic Announces Agreement To Purchase Keanall Holdings Limited.

Business Editors

MISSISSAUGA, Ontario--(BUSINESS WIRE)--Dec. 20, 2001

CFM Majestic Inc. ("CFM" or the "Company") announced today that it has signed a definitive share purchase agreement relating to the purchase by CFM of all of the issued and outstanding shares of Keanall Holdings Limited ("Keanall") of Mississauga, Ontario from Keanall's shareholders (the 'Sellers"). The acquisition is currently scheduled to close on January 2, 2002.

Keanall Acquisition

Keanall is a leading manufacturer and distributor of quality after-market gas grill products to many of North America's largest retailers that serve the recreational and home improvement market. The acquisition will extend the range of barbecue products that CFM supplies to its customers and will support the continued growth of CFM's existing grill operations with this broadened line of products.

Under the terms of the transaction, CFM shall satisfy the purchase price due to the Sellers for the purchased shares by a combination of a payment of $10 million, the issuance of a $30 million non-interest bearing promissory note to the Sellers, repayable over the next two years, and the issuance to the Sellers of up to 2,526,300 common shares of CFM.

"Keanall is an excellent fit with our existing barbecue business," said Colin Adamson, Chairman and Chief Executive Officer of CFM. "Their products will supplement our barbecue products, providing our growing customer base with quality aftermarket grill products."

The operations of Keanall follow the seasonal pattern of the barbecue industry. Management expects that the revenue and earnings of Keanall will be accretive to the earnings of CFM in the Company's second and third quarters. The extent of this contribution will depend on the overall economy and the health of the barbecue industry in this period.

Appointment of New Director

In connection with the acquisition of Keanall, CFM is pleased to announce the appointment of Mr. Patrick Keane, the current owner and President of Keanall, as a director of the Company, which appointment will be effective on the closing of the transaction. CFM intends to include Mr. Keane as a nominee for the board of directors at the annual and special meeting of shareholders scheduled for February 11, 2002.

Conference Call

CFM will host a conference Friday, December 21, 2001 at 10:00 a.m. to discuss this acquisition. The telephone conference call will be hosted by Colin Adamson, Chairman and Chief Executive Officer and Jim Lutes, President and Chief Operating Officer. To participate in the conference call, please call [phone].

The conference call will also be broadcast live on CFM Majestic's website. To listen to the conference call live via the webcast: Enter CFM website at www.cfmmajestic.com, enter the Investor web page and click on the Keanall Acquisition Conference Call Webcast

The conference call can also be listened to after the conference call's completion by telephone or via the webcast. The telephone number to listen to the call after it is completed (Postview Replay) is [phone]. The passcode for the replay is 20147807. The Postview will be available until midnight on December 28, 2001. To view the webcast, follow the same procedure as listed above.

CFM Majestic Inc. is a leading vertically integrated manufacturer of hearth and heating and barbecue products and related accessories in North America and the United Kingdom. The Company designs, manufacturers and distributes a complete line of hearth and heating products, including gas and wood-burning fireplaces, free-standing stoves, gas logs, hearth accessories, indoor and outdoor space heaters, and barbecues, and maintains an ongoing program of research and development aimed at continually improving the quality, design, features and efficiency of its products.

This press release contains forward looking statements that involve certain risks and uncertainties which could cause actual results to differ materially from future results expressed or implied by such forward looking statements. Important factors that could affect these statements include, without limitation, general economic conditions, consumer confidence and the level of housing starts, the Company's ability to develop new products, the seasonality of the demand for the Company's products, competition and foreign currency fluctuations. These factors and other risks and uncertainties are discussed in the reports and disclosure documents filed by the Company with Canadian and U.S. securities regulatory authorities and commissions.