LITTLETON, Colo.--(BUSINESS WIRE)--March 11, 1997--Phoenix Resources Technologies Inc. (OTC:PRTI) Tuesday announced the following: that the unsolicited offer received by company management for its oil and gas operations, from MVP Holdings Inc., has been accepted by the board of directors.
The board of directors stated, "The offer is from MVP Holdings Inc. of Fountain Hills, Arizona. The offer made, consisted of shares and assumption of any and all liabilities of oil and gas operations.
"The offer accepted is in the amount of PRTI's historical cost of $12.7 million, which management agreed to accept 4 million shares with an augmentation agreement of $3.50 per share or $14 million, the assumption of all debts by MVP, and registration rights within one year.
"The board made its decision based upon the company's focus in bottling and selling its bottled water products. Plus the inherent operational cost, risk and capital outlay, actual income potential, without huge amounts of development cost therein attributable, and non guaranteed, as to development income or funding success, in oil and gas development. Further, the location of these properties and management thereof on a long distance basis is a critical factor."
Pursuant to this agreement, MVP and PRTI have certain normal post-closing events and matters to wind-up prior to full closure of this transaction. Further, management is looking strongly at a partial pass through of share ownership of MVP acquired, to existing PRTI shareholders at a future date, with Rocky Mountain Crystal Water (as shareholder), waiving its rights to such a dividend, considered to be a distribution of assets.
This is subject to board, counsel, SEC, accounting and tax experts, advice, rulings, approvals and ratification. Additional information will be forthcoming.
CONTACT: Phoenix Resources Technologies Inc. Michael A. Puhr, 303/730-7888 or T.G. Miller, E-Mail: tgmphx@aol.com |