Mindready secures financing facilities with a US fund to execute its growth by acquisition strategic plan

MONTREAL, July 4 /CNW Telbec/ - Mindready Solutions Inc. (TSX: MNY), a
leading supplier of innovative solutions for test and embedded systems,
announced today that it has entered into a securities purchase agreement
providing for the issuance of a senior convertible note in the aggregate
principal amount of US $4.0 million to Laurus Master Fund, Ltd. ("Laurus").
The note bears interest at the U.S. prime rate, subject to reduction in
certain events, has a term of three years and is convertible at a discount of
20% of the average of the last ten days trading value of the shares before
closing. Monthly note repayments will commence in November 2005 and will be
subject to mandatory conversion provided that the market price of the common
shares at the time of repayment is equal to or greater than 115% of the
conversion price. As additional consideration for the loan, Mindready will
issue to Laurus a warrant exercisable to purchase up to 725 733 common shares
of Mindready for five years at a price of $2.04 per share.
"Recognizing the need to maintain a strong cash position as we execute
our business plan, the relationship with Laurus gives us the ability to
finance current acquisition projects but more importantly the appropriate
financial support to consider a much greater range of opportunities" said
Claude Delage, president and chief executive officer of Mindready.
"Laurus gave us the ability to design a tailor made financial instrument
allowing us to execute our strategic plan while protecting the shareholder's
value" said Marc Lamy, chief financial officer of Mindready.

Forward-looking Statements

The statements regarding the Company's future operating results,
performance and business prospects contained in this press release, and any
other statements not constituting historical information, are forward-looking
statements. These forward-looking statements reflect the Company's current
opinions and assumptions with respect to future business decisions and
results, and are based on the information currently available to the Company.
Accordingly, these statements are subject to risks, uncertainties and
contingencies which could cause the Company's future operating results,
performance or business prospects to differ from those expressed in, or
implied by, these statements.

About Mindready

Mindready Solutions Inc. (TSX: MNY) is a leading supplier of innovative
solutions for test and embedded systems serving the military/aerospace,
automotive/transportation and telecommunications markets from design to
manufacturing. Mindready's clients include companies such as Lockheed Martin,
Raytheon, Northrop Grumman, Boeing, Daimler Chrysler, BMW, Nissan, Bose,
Nortel Networks and Alcatel. More information about Mindready and its
products, systems and engineering services can be found at www.mindready.com .

About Laurus

Laurus Master Fund, Ltd. is a US financial institution that makes direct
investments in listed small and micro cap companies. Their vision is to lead
the transformation of financial resources into growing profitable businesses
in the small and micro cap universe. Agile expert teams at Laurus capitalize
on unique investment opportunities enabling companies to enjoy rapid access to
funds, build cash reserves and enhance shareholder value. More information
about Laurus can be found at www.laurusfunds.com .
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