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Re: volakin post# 445

Monday, 05/01/2006 3:41:39 PM

Monday, May 01, 2006 3:41:39 PM

Post# of 6505
Press Release Source: Modern Technology Corp


Modern Technology Corp Issues Update on Harvey Tender Offer
Monday May 1, 1:47 pm ET


OXFORD, MS--(MARKET WIRE)--May 1, 2006 -- Modern Technology Corp (OTC BB:MOTG.OB - News), a diversified technology development and acquisition company, released today an update on its Tender Offer to acquire Harvey Electronics (NasdaqSC:HRVE - News).



On April 17th, 2006, Harvey Electronics released an announcement asserting our Tender Offer to be invalid due to certain 'deficiencies.' We disagree and maintain the commencement of a Tender Offer to be a valid commencement under applicable securities regulations.

On April 18th, Harvey Electronics released an announcement regarding a change of the Board and of a financing arrangement. This represents a significant material event requiring careful study.

Based on our assessment of their new financing arrangements and the surrounding agreements, we have decided to temporarily withdraw our Tender Offer.

Anthony Welch, Chairman, said: "We consider our present offer of $1.15 per share for Harveys as now too high in light of the new financing arrangements recently executed by them. We believe Harveys' new financing arrangements will likely be very dilutive to the Common Stock and the surrounding agreements to this financing to be burdensome to any potential positive free cash-flow Harveys may generate from its proposed expansion that would otherwise offset the dilution. Therefore, we do not believe Harveys will achieve a greater market capitalization under these circumstances and in fact believe the opposite. Furthermore, Harveys faces imminent delisting from NASDAQ to the OTCBB. The combination of these elements forces us to pause to re-assess Harveys' value after the stock underlying the financing has been fully registered and some time has passed. We may file a new Tender Offer after the market has fully priced in these new developments. Our goal is to build value for MOTG stockholders, and Harveys may yet prove to be a valuable addition to the MOTG portfolio in the future."

About Modern Technology Corp

Modern Technology Corp, a diversified technology development and acquisition company, builds revenues through continuous growth, strategic acquisitions, and commercialization of nascent technology. MOTG improves operating efficiencies through the elimination of cost redundancies and realized synergy between subsidiaries. MOTG also commercializes new technology and provides to its subsidiaries new product lines, operations infrastructure, and significant intellectual capital. The company's mission is to build shareholder value through a model of continuous growth. Web Address: http://www.moderntechnologycorp.com

Safe-Harbor Statement

This press release contains statements (such as projections regarding future performance) that are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to those detailed from time to time in the Company's filings with the Securities and Exchange Commission.



Contact:
Company Contact:
Megan Peterson
1.662.236.5928

Modern Technology Corp
1420 North Lamar Blvd.
Oxford, MS 38655 USA
Phone: +1.662.236.5928
Fax: +1.662.236.7663
Web: http://www.moderntechnologycorp.com



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Source: Modern Technology Corp


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