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OCS TECHNOLOGIES CORP. ANNOUNCES PRIVATE PLACEMENT

 RICHMOND, British Columbia, Jan. 13 /PRNewswire/ -- OCS Technologies Corp. (the "company") (Toronto, Vancouver: OCS) announced today that it has completed its private placement of $17,500,000 principal amount of special notes pursuant to an underwriting agreement with First Marathon Securities Ltd., RBC Dominion Securities Inc., Sprott Securities Ltd. and Research Capital Corp. Each special note entitles the holder to acquire face amount of 8.25 percent convertible redeemable subordinated debentures of the company on a dollar-for-dollar basis. The debentures mature on Jan. 13, 2004, and are convertible without further consideration into common shares of the company at $5.00 per share. If the company does not obtain a receipt for a final prospectus qualifying the debentures and underlying common shares for distribution in the provinces of British Columbia and Ontario on or before May 2, 1994, the debentures will be convertible into common shares of the company at $4.55 per share. Interest on the debentures accrues at 8.25 percent per annum, and is payable semi-annually in arrears on June 30 and Dec. 31 in each year, as well as on conversion, redemption or maturity.
 The debentures are redeemable by the company at par together with accrued and unpaid interest between Dec. 31, 1996, and Dec. 31, 1998, in the event the weighted average price at which the company's common shares trade on The Toronto Stock Exchange is not less than $6.25 per share during the 20 trading days ending five trading days immediately prior to the date on which notice of redemption is given, and are redeemable thereafter to maturity without reference to the trading price of the company's shares. On redemption, the company shall also pay to the holder of a debenture a premium based on a percentage of the principal amount redeemed commencing with a 6 percent premium in 1997 reduced in each subsequent year by 1 percent, with no premium being payable in the years 2003 and 2004.
 The release of the net proceeds from the special note offering and the issue of the conversion shares for the debentures are subject to approval by the company's shareholders.
 OCS Technologies is headquartered in Pleasanton, Calif., and is dedicated to providing software and services to the Public Safety and Justice Information Systems market. This fast growing market includes law enforcement, fire, emergency dispatch and records systems, municipal and county courts, prosecutor's office, correction services and parole/probation information management.
 OCS helps these important public sector agencies do their job better for all.
 -0- 1/13/94
 /CONTACT: Neil F. Hummel, VP and CFO, of OCS Technologies, 604-273-8045/
 (OCS.)


CO: OCS Technologies Corp. ST: British Columbia IN: CPR SU:

JL -- LA034 -- 1924 01/13/94 17:18 EST
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Publication:PR Newswire
Date:Jan 13, 1994
Words:452
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