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OMNICORP AGREES TO ACQUIRE INDUSTRIAL MAINTENANCE AND ENVIRONMENTAL CLEANING SERVICES COMPANIES

 OMNICORP AGREES TO ACQUIRE INDUSTRIAL MAINTENANCE
 AND ENVIRONMENTAL CLEANING SERVICES COMPANIES
 NEW YORK, Feb. 18 /PRNewswire/ -- Omnicorp Limited (NASDAQ: OMNI) today announced that is has entered into a definitive agreement for the acquisition of all of the capital stock of KEI Industrial Services Inc., and two related entities, PC Sewer Cleaners Inc. and Del-Val Industrial Services, Inc. The purchase price is equal to the audited net worth of the companies as at Dec. 31, 1991 and deferred payments equal to twice the net profit before taxes of the companies in excess of $100,000 for each of the years ending Dec. 31, 1992, and 1993. The purchase price is payable in shares of Omnicorp common stock on the basis of four shares for each one dollar of net worth and specified net profits, subject to certain limitations.
 The seller of the companies has warranted that the net worth of the companies as at Dec. 31, 1991 was not less than $500,000 and that the total assets at the companies as at such date were no less than $750,000. Based on such warranty, Omnicorp expects to issue to the seller approximately 2 million shares of common stock at the closing of the acquisition which is scheduled to occur on Feb. 28, 1992. In addition, Omnicorp expects that completion of the acquisition will allow it to satisfy the new NASDAQ listing maintenance standards of total assets of at least $2 million and capital and surplus of at least of $1 million.
 The companies provide industrial maintenance and environmental cleaning services primarily to the refining, petrochemical, chemical, utility, gas processing, steel, pharmaceutical and paper manufacturing industries. The companies are equipped to respond to emergency spills that occur in plants, sewers, roadways and around storage tanks. In addition, the vacuuming, boiler, pipe, barge, rail and chemical tank cleaning and other complementary liquid waste transportation and disposal services. Thomas Forrest, the chairman of Omnicorp, stated that it was his intention to continue the business of the companies and to seek additional acquisitions in the same or related businesses.
 -0- 2/18/92
 /CONTACT: Steven A. Saide, secretary of Omnicorp, 212-830-9442/
 (OMNI) CO: Omnicorp Limited ST: New York IN: SU: TNM


SM-TS -- NY039 -- 9864 02/18/92 11:01 EST
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Publication:PR Newswire
Date:Feb 18, 1992
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