Sustainable Energy Technologies Ltd. ? Acquisition of CWT Technologies Inc
Sustainable Energy Technologies Ltd. (CDNX Symbol ?STG?) (?SET?) has agreed
to invest in, and acquire a controlling interest in CWT Technologies Inc.
(?CWTT?) of Richland, Washington. Under the agreement, SET will initially
invest up to US$3 million to acquire 43% of CWTT, and SET anticipates that
it will complete an equity financing for the investment by the issuance of
common shares. SET will also offer to purchase 1,466 currently issued and
outstanding common shares of CWTT (?CWTT Shares?) in consideration for the
issuance of up to 8,979,250 common shares of SET at an effective price of
$0.60 per share, resulting in a deemed value of CDN$5,387,550. Further, SET
will offer to acquire rights (?CWTT Rights?) to acquire up to 260 CWTT
Shares in exchange for rights to acquire up to 1,592,500 SET Common Shares
at prices up to $0.60 per share.
Alternatively, CWTT shareholders may elect to receive a combination of one
(1) 8% C$950 retractable convertible preferred share (?SET Preferred Share?)
convertible at $1.00 per SET Common Share, and 4,541 SET Common Shares
(6,657,106 SET Common Shares) for each CWTT Share.
CWTT is a private corporation that has developed a proprietary (patent and
patent pending) state of the art power conversion and control system
architecture that seamlessly consolidates power from single or multiple
sources to produce high quality alternating current and/or direct current
power. The power converter is indifferent to the source and quality of the
power inputs, and easily interfaces all forms of generating and energy
storage technologies. At the core of CWTT?s converter is proprietary
software that controls the flow of power from each power source, and
consolidates the inputs to deliver electronic grade power to the load.
The converter meets a need in the fuel cell industry for a device that
provides overall system integration and integration of the power plant with
other power sources and the load, in grid connected and grid independent
applications. CWTT is providing several power converters to a leading
manufacturer of fuel cell systems for small power applications for use in
demonstration units scheduled to be delivered this year.
CWTT?s converter also meets a need in the power quality market for an
integrated system that will provide power quality and continuous power to
industrial and commercial users. By internalizing the power quality and
power source integration in a single enclosure, the converter substantially
reduces the switch-gear and number of components normally found in power
quality and continuous power systems, reducing overall system cost, and
improving system reliability.
In addition to potential applications in the fuel cell and power quality
markets, the converter is able to integrate all forms of renewable energy
with thermal power systems including fuel cells to provide reliable high
quality power to off grid and small grid applications around the world. SET
and CWTT are currently collaborating to develop a 25 kW three-phase hybrid
power system consisting of wind, solar and diesel power units that will be
demonstrated during the second quarter of 2000.
The initial investment of up to $3 million in CWTT and the acquisition of
the balance of CWTT are subject to approval by the Boards of Directors of
each of CWTT and SET. The acquisition of the CWTT Shares and CWTT Rights is
also subject to the approval of the Canadian Venture Exchange and to the
approval of a majority of the minority of the shareholders of SET. Because
CWTT and SET are both controlled by Horizon Technologies L.P., an Alberta
investment partnership, the transactions contemplated with CWTT shall be
considered non-arms length. No finders fee shall be payable with respect to
the transactions contemplated with CWTT.
For further information please contact Michael Carten Chief Executive
Officer of Sustainable Energy Technologies at (403) 262-4475
?The Canadian Venture Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this press release.?
Wendy Eyton
Sustainable Energy Technologies
Investor and Public Relations
(403) 508-7176
eyton@sustainableenergy.com |
