To: Daniel Miller who wrote (776 ) 5/7/1998 7:15:00 PM From: Ploni Respond to of 4634
Subject: MCYX The company's changing hands, so it's not really the same as a going concern doing a reverse split. * * * ROCHESTER, N.Y., May 1 (Reuters) - SanTi Group Inc. has entered into a reverse merger agreement with a bankrupt company called Mycrolytics Inc. as a way to go public. "We see it as a vehicle to become public," said Joyce Bone, senior vice president of the privately-held company that provides disposal services of non-hazardous liquid waste. Rock Payne, its president, told Reuters on Friday the agreement was part of the reorganization of Microlytics. Payne said SanTi will change the name of Microlytics to its own, put its board of directors in charge of it, and seek listing on the Nasdaq market. He said he expected to have the stock trading under the symbol "SNTI" on the Nasdaq by early October if the company gets all the necessary approvals. Microlytics, whose stock is traded over the counter, said in a joint statement with SanTi on Friday that it expected to close the deal on May 10. Under the terms of its reorganization plan, Microlytics is to conduct a one-for-400 reverse stock split, as well as issue 7.3 million shares to SanTi, which is based in Atlanta, Georgia. "After the issuance of shares pursuant to the plan of reorganization and the merger agreement and the effect of the reverse split, the company will have 8,264,569 primary shares outstanding," it said. Microlytics, which makes electronic dictionaries and other products, had its stock trading below its year low, at $0.032. Rock said SanTi will probably have a market capitalization that is no higher than the minimum requirement set by Nasdaq. The company has annual revenues of about $30 million with operations in Florida, Georgia, New York and Pennsylvania.