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GreenShift Restructures Equity Holdings; Company's Common Stock Outstanding to Be Reduced By About 47 Million Shares

Posted on: Monday, 22 August 2005, 09:00 CDT

GreenShift Corporation (OTC Bulletin Board: GSHF) today announced that Kevin Kreisler, GreenShift's chairman and chief executive officer, has agreed to restructure his holdings in the Company effective September 30, 2005.

Kevin Kreisler, through his holding company, currently owns 47,440,678 shares of common stock, out of 75,267,506 currently outstanding. Mr. Kreisler also owns 1,000,000 shares of GreenShift Series B Preferred Stock. The preferred stock is convertible on January 1, 2007, into the lesser of 50,000,000 shares of common stock or that amount of shares of common stock such that, when taken with the balance of Mr. Kreisler's other common shares, Mr. Kreisler shall have no more than 80% of the issued and outstanding common stock of the Company at the time of conversion.

Mr. Kreisler has agreed to surrender the entirety of his common stock and his preferred stock. The surrender will eliminate Mr. Kreisler's 80% anti-dilution protections. All shares surrendered to GreenShift will be retired, which will reduce GreenShift's common stock outstanding to approximately 28 million shares at September 30, 2005.

In return, GreenShift will issue Mr. Kreisler a new class of preferred stock. The preferred stock will have a fixed face value equal to 80% of GreenShift's Net Asset Value ("NAV") on September 30, 2005. Mr. Kreisler's voting rights and preferences on dividend payments will remain fixed at 80% until conversion. The new class of preferred stock will be convertible into GreenShift common stock at a rate equal to GreenShift's NAV per share at the time of conversion. GreenShift's NAV per share was reported to be $0.21 per share in GreenShift's Form 10QSB for the period ended June 30, 2005.

"We are aggressively focused on completing investments that are accretive to our NAV and that enhance the intrinsic value of our existing portfolio holdings," said Kevin Kreisler, GreenShift's chairman and chief executive officer. "I personally believe that GreenShift's market value will align itself with our NAV over time, even as our NAV increases in line with our planned growth. The new preferred has a fixed face value so the more successful GreenShift is in its efforts, and the higher GreenShift's NAV, the fewer shares I will receive on conversion - and I have no intention of converting anytime soon. My feeling therefore is that this structure more closely aligns my personal interests with the future value of GreenShift."

About GreenShift Corporation

GreenShift Corporation is a publicly traded business development company (BDC) whose mission is to develop and support companies and technologies that facilitate the efficient use of natural resources and catalyze transformational environmental gains.

BDCs are regulated by the Investment Company Act of 1940 and are essentially publicly-traded equity funds where shareholders and financial institutions provide capital in a regulated environment for investment in a pool of long-term, small and middle-market companies through the use of senior debt, mezzanine financing, and equity funding.

GreenShift plans to use equity and debt capital to support and drive the value of its existing portfolio of companies and to make investments in a diversified mix of strategically compatible growth stage public and private businesses and technologies. GreenShift's current portfolio includes investments in the following environmentally proactive companies:

-- Veridium Corporation;

-- INSEQ Corporation;

-- GreenWorks Corporation;

-- GreenShift Industrial Design Corporation;

-- Coriolis Energy Corporation;

-- TDS (Telemedicine), Inc.; and,

-- Ethanol Oil Recovery Systems, Inc.;

-- Sterling Planet, Inc.; and,

-- Ovation Products Corporation

In addition, GreenShift hopes to add investments in wind power, hydropower, practical centralized applications of hydrogen power, alternative fuels, infrastructure and mining to its portfolio during 2005 and 2006.

Additional information regarding GreenShift Corporation is available online at www.greenshift.com.

Safe Harbor Statement

This press release contains statements, which may constitute "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Those statements include statements regarding the intent, belief or current expectations of GreenShift Corporation, and members of their management as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that could cause actual results to differ materially from those in forward-statements include fluctuation of operating results, the ability to compete successfully and the ability to complete before-mentioned transactions. The company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results.

Source: Business Wire

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