VANCOUVER, Jan. 12 /CNW/ - Carbon Friendly Solutions Inc. (CNSX: CFQ) ("CFS" or the "Company") announces that the share purchase agreement
("SPA") in connection with the acquisition of MicroCoal Inc
"Transaction"), as announced October 26, 2010, will be amended.
Under the amendment, CFS shall become a majority shareholder of
MicroCoal Inc ("MCI" or MicroCoal") holding 58.21% of the entire
capital shares of MicroCoal once the share exchange ("Exchange") has
been consummated. Upon closing of the entire Transaction, including the
completion of a financing of CAD$ 6 mm ("Financing") and the payment of
certain indebtedness to MicroCoal creditors, financiers or
shareholders, Carbon Friendly will own 100% of MicroCoal.
Upon signing of the amendment of the SPA, each of the MCI shareholders,
except Orica US Services Inc. ("Orica"), shall exchange his/her/its
entire capital share of MicroCoal for a specific number of common
shares ("Shares") of Carbon Friendly Solutions, (the "Conversion
Shares"), with the Conversion Shares divided up among all MicroCoal
shareholders, except Orica, on a pro-rata basis in proportion to their
MicroCoal share holdings. The specific number of Conversion Shares
delivered to each MCI shareholder shall be based upon the MCI
shareholders in total receiving US$3,000,000 of Conversion Shares of
CFS. The value of the Carbon Friendly Solutions Shares to be delivered
as Conversion Shares shall be at the same price as the Shares that are
sold in the Financing to raise CAD$ 6,000,000 at the price of CAD$
The Amendment is subject to the approval of the MicroCoal shareholders,
except Orica. Stan Lis, President and CEO of Carbon Friendly Solutions
Inc stated: "We are very pleased with the progress of the transaction.
MicroCoal will be complementing our project portfolio perfectly and
immensely increase shareholder value. Carbon Friendly has received
positive feedback from the MicroCoal shareholder on the amendment and
is looking forward to being able to confirm this important milestone
About MicroCoal Inc.
MicroCoal Inc. was incorporated in May 2005 in the State of Delaware and
currently has its headquarters in Denver, CO with pilot facilities in
Golden, CO. MicroCoal is a clean energy company focusing on
commercializing the use of its patented technologies to decontaminate
and upgrade low-rank coals to match the energy levels of high-rank
coals for use by power utilities. MicroCoal's proprietary on-site
process not only cleans up coal at the power plant prior to combustion
by significantly reducing contaminants, but it also reduces GHG
emissions and improves fuel efficiency. The reduction in emissions
allows for the generation of substantial carbon credits in an industry
that is one of the world's largest producers of emissions. The
deployment of MCI's technology offers utilities significant economic,
environmental as well as operational benefits.
Website address: www.microcoal.com
About Carbon Friendly Solutions Inc.
Carbon Friendly Solutions Inc. provides solutions and products for
companies, organizations and individuals looking to reduce or offset
their global warming impact caused by greenhouse gas ("GHG") emissions,
while including the generation of carbon credits for sale in the global
Voluntary and Compliance markets. Through its subsidiaries, Global CO2
Reduction Inc. and CO2 Reduction Poland Sp. z o.o., CFS is focusing on
removing and offsetting GHG emissions from the development of
reforestation projects and renewable energy technology projects that
are independently validated and verified to globally recognized
standards and methodologies.
Website address www.carbonfriendly.com
On behalf of the Board of Directors
Carbon Friendly Solutions Inc.
President and Director
Certain statements included in this News Release contain forward-looking
statements, including disclosure concerning possible or assumed future
results of operations of the Company. Forward-looking statements
typically are preceded by, followed by or include the words -
"believes," "expects," "anticipates," "estimates," "intends," "plans,"
"or similar expressions. Forward-looking statements are not guarantees
of future performance. They involve risks, uncertainties and
assumptions, and the Company's results could differ materially from
those anticipated in these forward-looking statements.
SOURCE Carbon Friendly Solutions Inc.
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