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Microcap & Penny Stocks : AmeriResource Technologies (ARET) -- Ignore unavailable to you. Want to Upgrade?

To: ROSARIO who wrote (3117)	10/2/1998 8:07:00 AM
From: TsioKawe	Read Replies (1) \| Respond to of 7609

Aquisition and Disposition of assests..In Responce to Rosario Question ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On June 29, 1998, AmeriResource Technologies, Inc. (the "Company") entered into an Agreement For the Exchange of Stock (the "Agreement") with First Americans Mortgage Corporation, a Missouri Corporation ("FAMC") and its shareholders. The Company issued a total of Seventy Million (70,000,000) shares of its common stock $.0001 par value, in exchange for 100% of FAMC's issued and outstanding shares of common stock. The FAMC shareholders included Delmar Janovec, the Company's president, Tomahawk Construction Company, a wholly owned subsidiary of the Company and Dustan Shepherd. On July 20, 1998, the Company delivered Twenty-Five Million (25,000,000) shares to Dustan Shepherd in exchange for Fourteen Thousand Seven Hundred (14,700)FAMC shares, One Million (1,000,000) shares to Tomahawk Construction Company in exchange for Seventy (70) FAMC shares and Forty Four Million (44,000,000) shares to Delmar Janovec in exchange for Fifteen Thousand Two Hundred Thirty (15,230) FAMC shares. The Company did not rely on any specific principle in determining the amount of consideration paid for its 100% interest in FAMC. The Company considered the potential earnings of FAMC, its current financial condition FAMC's ability to secure funding in order to process mortgages and many other factors regarding the Company's current capitalization in determining the consideration it paid for the FAMC shares. The Company's beliefs concerning FAMC's ability to obtain funding came to fruition subsequent to the signing of the Agreement when FAMC secured Ten Million ($10,00,000) dollars in funding through a pilot program with the Chickasaw Nation, PMI Mortgage Insurance Co., Freddie Mac and FT Mortgage Companies. The Company also has reason to believe that FAMC is within 30 to 60 days of obtaining $20,000,000 in additional funding through two other tribes. The above factors are believed to be worth the market value of the Seventy Million (70,000,000) shares of the Company's common stock as quoted on the NASDAQ Bulletin Board on June 29, 1998. On June 29, 1998, the Company's shares were trading at approximately $.02 per share while the Company's book value per share was $0. The Company's Board of Directors believes that the acquisition of FAMC is worth about $1,400,000 based upon its potential to generate revenues and supplement the Company's current construction services which target Native Americans. The Company acquired FAMC in an effort to supplement its construction services. FAMC is a mortgage company specializing in providing financing for Native Americans to purchase new or existing housing and for rehabilitating housing projects. The Company's plans include building homes for Native Americans through its construction subsidiaries and providing financing through FAMC. The Company's intentions are to provide all the necessary services to enable Native Americans to obtain affordable housing which will include both construction and financing. The Company anticipates that the acquisition of FAMC may enable the Company to increase revenues, generate earnings and increase shareholder value.