MCM Capital One Inc.

October 09, 2013 11:00 ET

MCM Capital One Announces Proposed Qualifying Transaction With Enerdynamic Hybrid Technologies Inc.

TORONTO, ONTARIO--(Marketwired - Oct. 9, 2013) - MCM Capital One Inc. ("MCM") (TSX VENTURE:ZGN.P), a capital pool company as defined under Policy 2.4 of the TSX Venture Exchange (the "Exchange"), is pleased to announce that it has entered into a letter of intent (the "LOI") to acquire Enerdynamic Hybrid Technologies Inc. ("EHT"), a company incorporated under the laws of the Province of Ontario. Pursuant to the terms of the LOI and subject to completion of certain conditions precedent, including, completion by EHT of private placements for not less than $4,000,000, satisfactory due diligence, execution of a definitive agreement and receipt of all necessary regulatory and Exchange approvals, the proposed acquisition will qualify as MCMs "Qualifying Transaction" as defined by Exchange Policy 2.4.

Trading of the common shares of MCM was halted following execution of the LOI. A comprehensive news release is being prepared describing EHT and the transaction and that news release will be issued at a later date. Trading will recommence at such time as the Exchange may determine, having regard to the completion of certain requirements of Exchange Policy 2.4.

About Enerdynamic Hybrid Technologies Inc.

EHT is an Ontario corporation formed to acquire (i) substantially all of the assets of OSM Solarform Corp., a solar panel manufacturer, and (ii) the energy product technology of Enerdynamic Systems Inc. ("ESI"). Following completion of the acquisition, EHT will be in the business of manufacturing and distributing solar panels and vertical wind turbines that are combined with solar panels for optimal energy creation and which will be used to power micro grids for use on cell phone towers, light poles, trucks and remote locations.

About MCM Capital One Inc.

MCM, a capital pool company within the meaning of the policies of the Exchange, was listed on the Exchange on or about January 24, 2012. MCM does not have any operations and has no assets other than cash. MCM's business is to identify and evaluate businesses and assets with a view to completing a qualifying transaction under the policies of the Exchange.

Further Information

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared by connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

Forward Looking Information

The information in this news release includes certain information and statements about management's view of future events, expectations, plans and prospects that constitute forward-looking information. Forward-looking information includes the transfer of assets to EHT and the satisfaction of the conditions of the acquisition by MCM. These statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, achievements or performance may vary materially from those anticipated and indicated by these forward looking statements. The material risk factors that could cause actual results to differ include the risk of delays in completing the transfer of assets to EHT, the risk that EHT may not be able to raise sufficient funds through the private placements and the risk that the other conditions of the transaction are not satisfied. Although MCM believes that the expectations reflected in the forward-looking information are reasonable, it can give no assurances that the expectations of any forward-looking information will prove to be correct. Except as required by law, MCM disclaims any intention and assumes no obligation to update or revise any forward-looking information to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward looking statements or otherwise.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release).

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