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OneRoof Energy Group, Inc. Announces Settlement of Outstanding Debt for Common SharesSAN DIEGO, May 21, 2015 /PRNewswire/ -- OneRoof Energy Group, Inc. (TSXV: ON) (the "Company"), operating through its wholly owned subsidiary, OneRoof Energy, Inc. ("OneRoof"), a residential solar services provider, today announced that it has entered into an agreement with Hanwha Holdings (USA), Inc. ("Hanwha") to issue approximately 35,578,894 common shares of the Company ("Common Shares") to Hanwha in settlement of approximately US$2.0 million in outstanding indebtedness to Hanwha, subject to TSX Venture Exchange ("TSXV") approval.  Upon entering into the agreement, OneRoof issued a promissory note in the principal amount of US$1,915,778 (the "Note") to Hanwha in exchange for the same amount of existing indebtedness owed by the Company, and its subsidiaries, to Hanwha. The Note will mature and be payable on the earlier of: (i) five business days from the date the Company receives approval from the TSXV to repay the Note in full in exchange for Common Shares or (ii) the 43rd monthly anniversary of the issuance of the Note. The Common Shares will be issued at a price of CDN$.07 per Common Share. The exact number of Common Shares to be issued in satisfaction of the Note will vary according to the exchange rate and interest outstanding on the Note as at the date of maturity. The Note is subject to a statutory hold period of four months pursuant to Canadian securities laws, as well as any statutory hold periods mandated by relevant U.S. securities laws. The settlement of the outsanding debt for Common Shares is subject to all applicable regulatory approvals, including the acceptance of the TSXV. About OneRoof Energy OneRoof Energy, Inc., a wholly-owned subsidiary of OneRoof Energy Group, Inc., is a complete solar services provider offering homeowners everything from traditional and lease financing, PPAs, solar system design and installation project management to ongoing system monitoring and maintenance services. Utilizing its technology-rich, solar leasing fulfillment platform, OneRoof is partnering with traditional energy retailers and home services companies of all sizes to offer residential customers affordable, renewable energy choices. With its unique end-to-end energy solution, the Company has created multiple touch points to offer cost-saving energy products and services that create a seamless experience for the homeowner while fulfilling their unique energy needs. Currently, OneRoof serves residential customers in seven states including Arizona, California, Hawaii, Massachusetts, New Jersey, Connecticut and New York with plans for additional expansion. For more information, visit www.oneroofenergy.com. Caution Regarding Forward-Looking Information Certain statements contained in this document, are "forward-looking information" within the meaning of applicable securities laws. Forward-looking information is necessarily based on a certain number of estimates and assumptions, which while considered plausible by the management when they are made, are inherently subject to significant commercial, economic and competitive risks and uncertainties. We advise investors not to rely unduly on forward-looking information. The Company further declines any intention or obligation to publicly update this forward-looking information, whether due to new information, or future or other events, unless required by applicable law. Neither the TSX Venture Exchange nor its regulation service provider (as these terms are defined in policies of the TSX Venture Exchange) bears responsibility for the adequacy or accuracy of this press release. Investor Relations Contacts: Karen Fisher Logo - http://photos.prnewswire.com/prnh/20140225/MM71994LOGO To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/oneroof-energy-group-inc-announces-settlement-of-outstanding-debt-for-common-shares-300087527.html SOURCE OneRoof Energy Group, Inc. 
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