Copyright 2004-2008 U.S. Microbics Inc.
BUGS Updates Shareholders on Reorganization, Recapitalization, Name Change
CARLSBAD, Calif.--(BUSINESS WIRE)--Feb. 28, 2008--U.S. Microbics (Pink Sheets: BUGS - News) announced an update to shareholders about its upcoming reorganization and name change. All changes are scheduled to be completed in the next sixty days.
The company will change the state of incorporation from Colorado to Nevada. The reincorporation will be effected pursuant to a merger agreement with Green Mountain Holding Corp, a wholly owned subsidiary of U.S. Microbics, Inc. Upon the effectiveness of the reincorporation, U.S. Microbics, Inc. will merge into Green Mountain Holding Corp which will continue to operate the company’s business.
Upon the effectiveness of the reincorporation, for every 1,000 shares of U.S. Microbics, Inc. common or preferred stock held, a shareholder will be entitled to 1 share of Green Mountain Holding Corp, (GMHC) common or preferred stock of the same class as previously held. Immediately following the reincorporation, GMHC will consummate a 200 for 1 forward stock split of its common and each class of its preferred stock. The shareholder record date for the stock exchange/forward stock split is at 1PM (Pacific) on March 28, 2008. All fractional shares will be dropped and paid in cash and shareholders with less than 1,000 shares of common or preferred will be paid in cash based upon the closing bid price of the common stock on March 28, 2008.
Shareholders who are cashed out as a result of the stock exchange/forward split will be notified by the company’s transfer agent, Corporate Stock Transfer, and receive instructions regarding the exchange of their stock certificates for cash. Shareholders with 1,000 or more shares need not exchange share certificates in U.S. Microbics for GMHC certificates as the company will honor all prior issued stock certificates issued subject to prior effective reverses or stock exchanges in effect at the time of certificate presentation.
Robert Brehm, CEO commented, “Since the board of directors announced the reorganization program in early February, business and market conditions have changed and I have received many comments and support for the company’s new direction, the need for a higher stock price, and suggestions regarding stock exchange/forward split alternatives. After much debate the Board of Directors has replaced the original reorganization plan and adopted a 1,000 for 1 stock exchange followed by a 200 for 1 forward split rather than a 10 for 1 forward split. This change will give shareholders additional liquidity and still provide equity shares for future growth.”
About U.S. Microbics Inc.
U.S. Microbics is a holding company providing administrative management services to its operating subsidiaries.
For more information on the company, contact Robert Brehm at 760-918-1860 x102.
The information contained in this press release includes forward-looking statements. Forward-looking statements usually contain the words ``estimate,'' ``anticipate,'' ``believe,'' ``expect,'' or similar expressions that involve risks and uncertainties. These risks and uncertainties include the Company's status as a startup company with uncertain profitability, need for significant capital, uncertainty concerning market acceptance of its products, competition, limited service and manufacturing facilities, dependence on technological developments and protection of its intellectual property. The Company's actual results could differ materially from those discussed herein. Factors that could cause or contribute to such differences are discussed more fully in the ``Risk Factors,'' ``Management's Discussion and Analysis or Plan of Operation'' and other sections of the Company's Form 10-KSB and other publicly available information regarding the Company on file with the Securities and Exchange Commission. The Company will provide you with copies of this information upon request.
Contact:U.S. Microbics Inc.
Robert Brehm, 760-918-1860 x102
Source: U.S. Microbics Inc.