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OMNI U.S.A. INC. ANNOUNCES EQUITY INFUSION BY PRINCIPAL, NASDAQ STATUS AND RECENT BUSINESS DEVELOPMENTS

OMNI U.S.A. INC. ANNOUNCES EQUITY INFUSION BY PRINCIPAL,
 NASDAQ STATUS AND RECENT BUSINESS DEVELOPMENTS
 DEL MAR, Calif., Dec. 2 /PRNewswire/ -- OMNI U.S.A. Inc. ("OMNI"), (NASDAQ: OUSA), a Del Mar-based manufacturer and distributor of machinery components, heavy duty truck and trailer equipment parts, and light trailer products, today announced that on Nov. 27, 1991, its president and principal shareholder, Edward L. Daniel, personally assumed debt owed by OMNI to a bank and forgave loans owed by the company to him totaling $1,000,000 in exchange for an equity contract note. Under the terms of the equity contract note, the company is obligated to repay Daniel on Dec. 15, 1996, by issuing to him that number of OMNI shares which equals the principal amount of $1,000,000 and any unpaid accrued interest thereon at the rate of 15 percent per annum in shares of OMNI common stock priced at $.30 per share. Under the terms of the equity contract note, the company, at its discretion, may repay this debt by payment to Daniel of $1,000,000 in cash plus accrued interest, but Daniel may only demand payment in the company's common shares.
 The company also announced that on Nov. 27, 1991, the company applied to the NASD for a hearing with respect to its NASDAQ listing. The company requested that NASDAQ waive the $3 bid price for initial inclusion on NASDAQ and allow the company to continue to trade on NASDAQ despite the fact that its bid price is currently less than $1. The company based this request on the fact that as a result of Daniel's equity injection, the company now has capital and surplus in excess of $2,000,000. In its notice to issuers dated Nov. 22, 1991, the NASD announced that it would permit companies which failed to trade at the $1 minimum bid price to continue to qualify for trading on the NASDAQ stock market if such company maintains $2 million in capital and surplus and $1 million in market value of public float, both of which requirements OMNI meets.
 In late November 1991, Daniel traveled to Shandong province in China where he met with a senior official of a major U.S. food company to discuss that company's potential involvement in the construction of a potato processing plant in joint venture with the Shandong provincial government as was previously announced by the company. Daniel stated, "We are very encouraged by the nature and status of our discussions concerning this venture. At the request of a major U.S. food company, we have prepared a letter of understanding with them and hope to have it confirmed in the near future."
 The company also recently entered into an agreement with Shanghai Automotive Import and Export Corp. to enter into a joint venture to manufacture air compressors and natural gas compressors for sale worldwide. The company entered into the agreement in response, in part, to existing orders for such compressors.
 -0- 12/02/91
 /CONTACT: Edward Daniel of OMNI U.S.A. Inc., 619-755-7055/
 (OUSA) CO: OMNI U.S.A. Inc. ST: California IN: TRN ST: FNC


DM-CH -- SD005 -- 8433 12/02/91 14:42 EST
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Publication:PR Newswire
Date:Dec 2, 1991
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