TORONTO, ONTARIO--(Marketwire - Nov. 3, 2009) - Epstein
Enterprises Inc. ("EEI"), a corporation controlled by Seymour Epstein, Chairman
of the Board of Directors and major indirect shareholder of Kelman Technologies
Inc. ("Kelman"), today announced that as described in a press release of Kelman
dated October 30, 2009 as filed on SEDAR, Kelman has issued to EEI a
CDN$500,000 principal amount convertible debenture, which
bears interest at the Prime Rate of the Royal Bank of Canada in effect from
time to time plus ten (10%) percent due in four years, in exchange
for cancellation of a CDN$500,000 principal amount promissory note dated June
29, 2009 and a cash payment of the outstanding and
accrued interest on such note. All or any portion of the original
principal amount of the debenture is convertible, at the option of EEI, into common shares in the capital of
Kelman at a conversion price of $2.50 per common share, at any
time on or prior to maturity.
Following the subscription for the debenture, Seymour
Epstein and entities controlled by him beneficially own or control
approximately 76% of the outstanding common shares of Kelman, assuming exercise
of all rights to acquire common shares of Kelman by entities affiliated with
Seymour Epstein.