Encore Energy Systems Announces Plan to Be Acquired and Tender Offer to Stockholders
January 28 2008 - 2:38PM
PR Newswire (US)
BRIGHTON, Mich., Jan. 28 /PRNewswire-FirstCall/ -- Encore Energy
Systems (Pink Sheets: ENCS) announced today it has entered into a
Letter of Intent to be acquired by Modern Technology Corp (Pink
Sheets: MODC). The Company has executed a Letter of Intent for MODC
to obtain not less than 51% ownership in Encore. The acquisition
terms include a tender offer to existing Encore shareholders of not
less than $0.01 (One Cent) per share paid in a combination of MODC
Common Stock or MODC issued Convertible Preferred Stock at the
stockholders' option. Encore stockholders are not required to sell
any or all of their shares and will not lose their ownership
interest in Encore. Stockholders can own shares in both companies.
The prospective acquisition of Encore intends to facilitate
investment for growth while reducing Encore's debt and to build
shareholder equity in preparation for a subsequent spin-off. MODC
will retain a minority equity position after the spin-off. MODC
intends to further build Encore's operations, revenue, shareholder
equity, and increase the distribution of its grey-water patent.
MODC will subsequently 'spin off' Encore and retain a minority
equity position. Complete details on the terms and conditions of
the acquisition of Encore will be released in the coming days.
Instructions for stockholders of Encore wishing to sell some or all
of their shares to MODC will be released at that time. About Encore
Energy Encore Energy owns the patents for the use of grey-water,
and domestic water in heat exchanger systems. They also provide all
forms of conventional geothermal heat exchange systems. See video
at http://www.encoreenergyinc.com/. About Modern Technology Corp
Modern Technology Corp is a specialized holding company focusing on
the purchase of convertible debt instruments and majority control
of public companies for execution of a 'turn-around' strategy and
subsequent spin-off. The company's web address is:
http://www.moderntechnologycorp.com/. Safe-Harbor Statement This
press release contains statements (such as projections regarding
future performance) that are forward-looking statements as defined
in the Private Securities Litigation Reform Act of 1995. Actual
results may differ materially from those projected as a result of
certain risks and uncertainties. The company's web-site version of
this press release contains various RISK FACTORS (and are
incorporated herein by reference) and should be read before any
investment decision. DATASOURCE: Encore Energy Systems CONTACT:
Investor Relations, 1-888-234-0963, Web site:
http://www.encoreenergyinc.com/
http://www.moderntechnologycorp.com/
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