June 9, 2006
TSXV SYMBOL: GNO
OTCBB SYMBOL: GNOLF.OB
Calgary, Alberta, Canada: Genoil Inc. (the "Corporation") reports that David Kippen has joined the Corporation in a consulting capacity as a financial advisor. Mr. Kippen has agreed to serve as a consultant for the Corporation for an initial term of six months. Mr. Kippen has over 13 years of investment banking experience with specialization in mergers and acquisitions and capital fundraising for growth stage private companies and established public companies in North America, Europe and Asia. Thought his career, Mr. Kippen was with Credit Suisse First Boston, Hambrecht & Quist and JP Morgan Chase.
Genoil's Chairman & CEO David Lifschultz states that "Genoil is excited to have been able to attract someone of Kippen's caliber who has over $38 billion of transaction experience over the last few years at some of the premier Wall St firms. We are confident that he will help us to execute on key strategic initiatives for the company." Additionally, the board of directors of the Corporation has approved the grant of incentive stock options to certain officers and consultants to acquire up to an aggregate of 2,150,000 common shares of the Corporation. The approval of the grant of these options resulted from a recommendation made by the Corporation's Compensation and Corporate Governance Committee. The recommendation of the Compensation Committee was based upon a review of current, competitive industry conditions in connection with a review of the Corporation's current compensation structure with the objective being the retention of the Corporation's key individuals. The Compensation Committee had commissioned an independent third party to report on compensation matters and utilized this report to provide a baseline in it making its recommendations to the board of directors.
All of the 2,150,000 options were approved with an exercise price of $1.20, being the closing price of the Corporation's shares on the TSX Venture Exchange on the date preceding the date such grants were approved. All of the options approved have a term of four years from the date of grant and, with the exception of 150,000 options which were granted to a consultant, all of such options vest as to one half immediately and as to one half on the first anniversary of the date of grant. The 150,000 options which were approved for grant to a consultant will vest over six months from the date of grant as to 25,000 options per month. All of the options approved are conditional upon the receipt of all necessary regulatory and stock exchange approvals. Of the options approved for grant, an aggregate of 1,000,000 are to be granted to the Corporation's Chairman and Chief Executive Officer, 500,000 are to be granted to the Corporation's Sr. Vice-President, Engineering and Operations, and 650,000 are to be granted to consultants for their work during 2006.
Pursuant to the Compensation Committee's recommendation and in accordance with the Corporation's desire to pay top of market compensation in order to retain top level management, of the 1,000,000 options granted to the Corporation's Chairman and Chief Executive Officer, 300,000 have been granted in order to supplement the Chief Executive Officer's compensation in respect of 2006 and 700,000 have been granted both as a bonus in respect of the Chief Executive Officer's past performance and as an incentive for his continued future success in furthering corporate objectives.
Genoil is a technology development company providing solutions to the oil and gas industry through the use of proprietary technologies. The Genoil Hydroconversion Upgrader is designed to economically convert heavy crude oil into more valuable light synthetic crude, high in yields of transport fuels, while significantly reducing the sulfur, nitrogen and other contaminants in the oil.
Genoil's shares are listed on the TSX Venture Exchange under the symbol GNO, as well as on the OTC Bulletin Board under GNOLF.OB.
For more information on Genoil Inc. visit www.genoil.net
David Lifschultz
Chairman and CEO
(212) 688-8868
(914) 393-5800
ADVISORY: The TSX Venture Exchange has neither approved nor disapproved of the information contained herein.
