Mercury Waste Solutions, Inc.
Ticker:MWSI 1700 West Highway 36, Suite 801
Exchange:NASDAQ-Small Cap Market St. Paul, MN 55113
Industry:Manufacturing (SIC Code 2819) (612) 635-0080

Offering Information
Type of Shares:Common Shares Filing Date:12/6/96
U.S. Shares:1,000,000 Offer Date:2/28/97
Non-U.S. Shares:0 Filing Price:$5.00
Primary Shares:1,000,000 Offer Price:$5.00
Secondary Shares:0 Gross Spread:$0.50
Offering Amount: $5,000,000 Selling:$0.27
Expenses:$250,000 Reallowance:$0.10
Shares Out After:3,369,097

Primary Underwriting Group
ManagerTierPhone
Equity Securities Trading Co, Inc.Lead Manager (612) 338-8901

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Maslon Edelman Borman & Brand
Bank's Law Firm: Fredrikson & Byron

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 9/30/96 9/30/96
Revenue:$1.55$0.84Assets:$2.24
Net Income:$0.05-$0.95Curr Assets:
EPS:-$0.41Liabilities:$2.27
Prior EPS:Curr Liabilities:
Cash Flow/Oper:Equity:-$0.03
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company provides services and products tom mercury waste generators to reduce the risk of liability associated with mercury waste disposal. The company currently operates a mercury waste retorting facility in Union Grove, Wisconsin and a facility to recycle and store fluorescent and other mercury-containing lamps in Roseville, Minnesota. In addition, the company markets and sells or leases lamp recycling equipment. In January, 1996, the company acquired substantially all of the assets of the U.S Environmental, Incorporated, a Minnesota-based mercury recycling company founded in 1993 by Mark G. Edlund, the company's President and Chief Operating Officer. The company's mission is to provide mercury waste recycling solutions to mercury waste generators of all sizes including, but not limited to, public utilities, manufacturers that utilize mercury in their business, building managers and hazardous waste managers.

Competition
The company operates in three distinct market segments: retorting facilities, recycling equipment and recycling facilities. The company believes that within these three markets the competition is highly fragmented with no competitor having a national presence. Therefore, the company believes that the mercury recycling industry represents a potentially large source of revenues given recent federal and state regulations governing mercury-containing products, acknowledgement from businesses of the potential liability posed by mercury waste disposal, and the growing recognition of the health risks of mercury. A principal motivation for larger corporations to utilize the company's services and products is the reduction of potential future hazardous waste liability. However, the mercury recycling industry is relatively new and evolving. The demand for mercury recycling services and products is highly dependent upon governmental regulations, the federal and state enforcement of regulations and the perception by mercury waste generators of the need for the company's services and products. Currently demand for mercury recycling products and services is still being defined and is highly fragmented.

Business Plan
The company's strategy for the growth includes the following key elements: (I) Market retorting services to high volume customers by offering price discounting, (ii) Acquire or develop waste storage facilities to aid in the logistics of scheduling and transporting mercury waste to the Union Grove Retorting Facility, (iii) Market retorting services by offering a means to reduce potential hazardous waste liability and (iv) Continue research and development of mercury-processing technology for use by the company and for sale and lease.

Use of Proceeds
The proceeds from the proposed offering will be used to repay an operating note to Norwest Bank MN; to complete the purchase of the land and building associated with the Union Grove Retorting Facility and develop an on-site hazardous waste storage facility; for the manufacture of the Lamp Processor; for the lease or development of WSF temporary hazardous waste storage facilities in Southwestern and Southeastern parts of the United States and for general corporate purposes.

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