Novation Holdings Inc. (NOHO)

[Oilpaysbills]

Each common shareholder of NOHO, including holders of common shares issued as part of the merger transaction to current holders of NOHO convertible debt, will receive one share of common stock of ACX for every 10,000 fully diluted shares of NOHO outstanding at the closing date of the merger, and each share of convertible preferred stock of NOHO outstanding will be converted into one share of convertible preferred stock of ACX having the same rights and preferences. Following the effective date of the merger, the common shareholders of ACX will hold ninety percent of the total common shares of the surviving entity and the fully-diluted former common shareholders of NOHO will hold ten percent of the total common shares of ACX.

The record date for common shareholders of NOHO to participate in the merger will be the date of filing of the initial registration statement by ACX for the common shares to be issued in the merger to the NOHO common shareholders. A majority of the voting shares of NOHO have already consented in writing to the merger transaction and NOHO will be filing a Schedule 14C Information Statement as soon as possible.