New business unit to be formed and jointly owned by Disenco and Hunter
Group to commercialise Disenco's unique micro-combined heat and power
appliance in North America; Hunter Group to invest CDN $9 million in
Disenco for 50% ownership of the new company
SHEFFIELD, United Kingdom, Nov. 27 /CNW Telbec/ - Disenco Energy plc
(Toronto TSX Venture Exchange "DIS.V"), a UK-based provider of
highly-efficient micro-combined heat and power (m-CHP) appliances, today
announces that it has entered into an agreement with a Canadian investment
group called the Hunter Group covering the manufacture and commercialisation
of its energy-saving appliances in North American markets.
The Hunter Group sought to invest in Disenco Energy because of the
massive revenue streams that its world leading microgeneration combined heat
and power (m-CHP) appliance could generate in North American markets. Called
the HomePowerPlant (HPP), the patented appliance transforms energy consumers
in the home and office into energy producers and cuts their carbon footprint
by up to a remarkable 66% per annum. No other alternative energy product has
such a deep impact on the environment.
Disenco's unique enabling m-CHP technology built into the HPP as an
integral part allows all of the green electricity generated in the home or
office to be measured and metered prior to use or exported into the national
grid. It also allows for other additional clean power generation products and
solutions to piggy back on Disenco's installed unit.
Under the terms of the Agreement, the Hunter Group will invest CDN $9
million in Disenco for common shares of Disenco at share prices to be agreed
to own 50% of a new company to be created by the two companies called Disenco
North America ("DNA"). The new company will commercialise Disenco's
HomePowerPlant (HPP) product to residential and business owners uniquely in
North America. The $9 million will be paid in 3 tranches.
Upon execution of the Agreement, the Hunter Group will raise CDN
$4,000,000 for common shares of Disenco at $0.18 per share in compliance with
the rules and regulations of the TSX Venture Exchange. CDN $350,000 of the CDN
$4,000,000 is to be paid to Disenco within seven days, CDN $2,650,000 within
21 days, and the remaining CDN $1,000,000 within 42 days.
Upon Disenco having initial units ready to enter into field trials with
one or more of its distribution partners, utilities Endesa or Centrica/British
Gas (estimated to occur not later than July 15th 2009), the Hunter Group shall
raise a further CDN $3 million for investment into Disenco for units
consisting of one common share of Disenco and one common share purchase
warrant of Disenco.
Upon Disenco having extended field trials underway with one or more of
Endesa, Centrica/British Gas or the National Grid (estimated to occur not
later than September 15th 2009), the Hunter Group shall raise a further CDN $2
Million for units of Disenco, each unit consisting of one common share of
Disenco and one common share purchase warrant of Disenco.
Each common share purchase warrant shall entitle the holder to purchase
one additional common share of Disenco for two years from the date of
issuance. The units shall be offered at the price per share and the share
purchase warrants shall be exercisable at a price mutually agreed between the
companies and in accordance with the rules and regulations of the TSX.
In consideration of the services to be provided by the Hunter Group, the
Hunter Group shall be entitled to a 50% ownership interest in DNA. If less
than CDN$9 million is raised by the Hunter Group, its ownership interest in
DNA shall be calculated on the basis of 50 percent of the total amount raised
divided by $9 million.
The Hunter Group shall raise funds for DNA of not less than C$500,000 and
Mr. Doug Hunter (see below) is appointed CEO of the new business unit, Disenco
North America.
Tony Caplin, chairman of Disenco Energy plc, comments: "This Agreement
with the Hunter Group provides Disenco Energy with a solid financial and
executive platform to deploy its pioneering green energy technology and
products into the lucrative North American markets. We congratulate Doug
Hunter on his appointment and look forward to benefiting from his industry
expertise and market knowledge."
Disenco also announces today the resignation of Mr. John Gunn from the
Company's board of directors. The board wishes to express its thanks to Mr.
Gunn for his contributions to the Company's development.
About Doug Hunter
-----------------
Doug Hunter is a highly experienced business leader and developer in the
energy markets. His extensive career includes a tenure as Vice President
Operations of Pragma Engineering and Pragma Drilling Equipment Ltd., where he
successfully transitioned the company from a non-profitable start-up in 2002
to an engineering, manufacturing and service company of close to 90 people
with revenues of CDN $60 million by Q4 2006. The company was purchased by
Nabors Industries, Inc. in May, 2006 and renamed Canrig Drilling Technology
Canada Ltd.
About Disenco Energy plc
------------------------
Disenco is a home energy green power source alternative company focused
on distributing a low-cost, highly efficient, green-alternative to heat and
hot water production. Its unique HomePowerPlant (HPP) appliance will enable
homeowners and small businesses to dramatically reduce their annual energy
bills by approximately 35% per annum, while shrinking its household annual
emissions (carbon footprint) by up to 66%. The Company's flagship product, the
Disenco HPP - a micro combined heat and power appliance (m-CHP) - will give
consumers the chance to produce all their heating and hot water needs from a
single source point, with all surplus energy produced automatically re-sold to
their respective city's power grid; thus, generating a home energy cost
payback. For further information regarding the Company, please visit
www.disenco.com.
Safe Harbor Forward-Looking Statements
--------------------------------------
Statements contained in this release that are not strictly historical are
"forward-looking statements." Such forward-looking statements are sometimes
identified by words such as "intends," "anticipates," "believes," "expects"
and "hopes." The forward-looking statements are made based on information
available as of the date hereof, and the Company assumes no obligation to
update such forward-looking statements. Editors and investors are cautioned
that such forward-looking statements involve risks and uncertainties that
could cause the Company's actual results to differ materially from those in
these forward-looking statements. Such risks and uncertainties include but are
not limited to demand for the Company's products and services, our ability to
continue to develop markets, general economic conditions, our ability to
secure additional financing for the Company and other factors that may be more
fully described in reports to shareholders and periodic filings with the
governing bodies of Canada.
Disclaimer
----------
The TSX Venture Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of the contents herein.
For further information: Press and Investor Enquiries: Brian Longpré,
Disenco Energy plc, +44 114 261 5180; Renmark Financial Communications Inc.:
Jen Power: jpower@renmarkfinancial.com; Jason Roy: jroy@renmarkfinancial.com;
Toronto: (416) 644-2020, Fax: (416) 644-2021; Montreal: (514) 939-3989; Fax:
(514) 939-3717; www.renmarkfinancial.com