MR3 Systems, Inc. And The Sino Captial Foundation Sign A $5.5M Financing And Technology Program For Precious Metals Recovery And Metals Remediation

SAN FRANCISCO – JUNE 22, 2005 / BUSINESS WIRE

MR3 Systems, Inc. (“MR3" or the "Company”) (OTCBB:MRMR), is pleased to announce that it has concluded a Stock Purchase and Loan Option Agreement (“Agreement”) with MRD Holdings, Inc. (“MRD”), a Delaware corporation. Specific terms of the Agreement are provided in the Company’s Current Report on Form 8-K filed with the Commission on June 20, 2005.

In 2004, MR3 entered into a Memorandum of Understanding (“MOU”) with Swift Capital Holdings AG, an investment arm of the Sino Capital Foundation. The MOU provided the framework for Swift Capital to perform due diligence on MR3 for the purpose of providing long-term financial investment into the Company. Swift Capital is a global conglomerate owning petroleum, energy, mining, and banking assets in Asia, Southeast Asia, and Europe. The Company and Swift Capital have structured a long-term partnership in which Swift Capital will provide funding for MR3 operations in the US, contracts for MR3 technology applications in Asia and Europe, and long-term financing for joint projects. MRD was formed by Swift Capital in May 2005 as a private company primarily for the purpose of supporting these objectives.

William C. Tao, PhD, Chief Executive Officer of MR3 stated, “Swift Capital represents both a long-term financial and strategic partner for MR3. This initial $1M tranche of funds, as well as other prospective project financing by Swift Capital, will enable us to proceed with a number of metals extraction and remediation opportunities that have presented themselves over the last six months. It will also enable us to aggressively pursue our precious metals extraction agreement for the Franklin Lake Resources, Inc. [OTCBB: FKLR] lakebed playa. We look forward to building a firm foundation with the Sino Capital Foundation to advance the Company’s return on investment in our targeted market niches and build shareholder value for the future.”

Subject to the terms and conditions of the Agreement, the Company sold 400,000 shares of Series B Convertible Preferred Stock, pursuant to a private sale of its securities to MRD, at a per share price of approximately $2.50 for the aggregate sum of $1M. Each share of Series B Preferred Stock is convertible into Common Shares of the Company at the rate of twenty-five (25) Common Shares for each share of Series B Preferred. Of the invested funds, $328,000 was used to retire promissory notes held by Sincere Venture Investments, Ltd. The balance of funds will be provided in monthly installments over a three-month period, commencing in June 2005, in accordance with a spending plan mutually agreed to by the parties.

At closing of the stock sale transaction, the Company also authorized and issued to MRD a ninety-day option (“Option”) to purchase from the Company in any combination, (a) Notes in the maximum aggregate principal amount of $4.5M, and/or (b) 2,534,090 shares of Series B Preferred Stock, par value of $.01 per share, with a purchase price of $1.78 per share. Should MRD elect to convert the Notes into Series B Preferred Stock, then the number of shares, when converted into Common Stock and combined with the conversion of the Preferred Shares purchased at the Initial Closing, shall constitute, upon issuance, 51.0% of the issued and outstanding voting and capital stock of the Company.

As further consideration for MRD’s investment of the $1M pursuant to the Agreement, upon closing, the Company agrees to transfer to MRD certain exclusive rights to its full Company Technology for utilization and development in the territories of Greater China, India, Pakistan, Switzerland, Austria, the Middle East and the Philippines. Should MRD exercise its $4.5M option; these designated jurisdictions will expand to include all countries other than the Unites States. The terms of such a technology transfer are outlined in a Strategic Partnership Agreement entered into between MRD and the Company.

Charles K. C. Chan, Director of MRD, commented, “Our strategic partnership with MR3 Systems represents a viable vehicle for our firm to enter what we believe is a lucrative worldwide market for metals extraction, specialty chemical production, water purification and remediation projects. With MR3’s technology capabilities and our ability to identify and fund such projects, our strategic relationship is well positioned to aggressively pursue these global opportunities and develop solutions to problem areas affecting most industrialized countries.”

MR3 Technology Background:

The MR3 Technology originated from research in microbiology on how microbial cells efficiently acquire their essential nutrient metals such as iron, calcium, copper, and zinc. MR3 Systems has synthesized the process of these cellular hydrometallurgical processing plants and has developed a Biomimetic (mimicking nature) approach that can be applied to metals-related applications on a commercial scale. The MR3 Technology is structured such that it may be deployed as a fully automated, modular metals reclamation system, which integrates specialized, proprietary media with a unique hydrometallurgical chemical process to selectively separate, extract, and purify individual targeted metals. The key aspect of the Technology is its unique affinity and selectivity for an individual target metal, even within multiple metal ion environments.

Corporate Profile:

MR3 Systems, Inc. is a provider of custom biomimetic solutions for metals-related problem applications and precious metal opportunities. MR3 has targeted its chelation driven technology to chemically process and separate soluble metals and elements found primarily in mining ores and concentrates, industrial effluents, hazardous wastes, complex metals sources and other aqueous solutions. Certain applications may require MR3 to pre-treat the specific metal application to create a liquor base for treatment and to optimize extraction results. MR3 may provide its custom solutions utilizing its own unique media applications or in concert with third party strategic partners. MR3 approaches each problem or opportunity with a custom driven solution based on MR3’s technical evaluation of each unique situation and the characteristics of the particular metal laden application.

MR3’s objective is to provide systems that deliver the lowest total capital and operating costs of ownership, with the highest value added systems that separate and recover individual difficult/valuable metals and elements, one from another in continuous series. MR3 Systems plans to form strategic partnerships for joint venturing and/or licensing its Technology for use in mining, industry and environmental remediation. MR3 believes its Technology has a wide range of applications in numerous vertical markets.

Certain statements contained in this press release are forward-looking statements within the meaning of federal securities laws. These forward-looking statements are based largely on the Company's expectations and are subject to a number of risks and uncertainties, some of which are beyond the Company's control. These include changes in the prevailing prices of the metals that we produce in addition to the unforeseen difficulties and uncertainties in the businesses in which we operate.

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