Rice Capital Management Plus Inc. and Jarty Co. Ltd of Winnipeg have signed letter of intent for Rice Capital to acquire all of the outstanding shares of Jarty and then merge the operations of Jarty with Rice Capital’s subsidiary company, Rice Financial Group Inc.

The exact purchase price will be determined upon the completion and review of Jarty’ s June 30, 2001 financial statements.

As payment, Rice Capital will issue 122,000 RCE common shares at a deemed price of $1 per share; 100,000 convertible preferred shares at a deemed price of $ per share and convertible into RCE common shares at $1.15 per share until July 31, 2003; 125,000 convertible preferred shares at a deemed price of $1 per share and convertible into common shares at $1.30 per share until July 31, 2004 with the balance of the purchase price to be paid in cash, upon closing.

“This merger will bring more depth to our service and allow us to provide a complete range of products and planning services to clients.” says Jon Togood, president, Jarty Co. Ltd. “Forming a team with Rice Financial will help us remain competitive and allow us to utilize their unqiue information systems to supply better services to clients.”

Tom Rice, president and CEO of Rice Capital is also pleased with the acquisition and merger. “The acquisition brings together highly complementary businesses. The appointment of Jon Togood as vice president of Retirement Planning for Rice Financial will provide an extra degree of depth in our organization.”