News 1:
ARSC Enters LOI to Acquire iVoice for Spinoff of Hydra Fuel Cell to Shareholders (BusinessWire)
American Security Resources Corp.(Pinksheets: ARSC) has signed a Letter of Intent to acquire iVoice (OTCBB:IVOI) as a merger vehicle to spinoff its wholly owned subsidiary, Hydra Fuel Cell Corporation (www.hydrafuelcell.com ), in a special dividend to the shareholders.
The merger of IVOI and Hydra is subject to due diligence and the conclusion of a definitive agreement between the companies and is expected to close on or before the middle of January, 2011.
A previous plan approved by ARSC's Board calls for a significant investment directly into Hydra before the spinoff. The spinoff will be submitted to the shareholders in a proxy which will describe the transaction and contain the ratio of Hydra shares to ARSC shares for the dividend. The company expects to have the details of the spin-off in a proxy shortly after the closing with IVOI. After the spinoff Hydra's stock will trade independently.
New 2:
iVoice Enters Into Letter of Intent to Merge With Hydra Fuel Cell Corporation (MarketWire)
iVoice, Inc (OTCBB: IVOI) announced today that it signed a non-binding Letter of Intent to merge with Hydra Fuel Cell Corporation, a subsidiary of American Security Resources Corporation. The transaction, which is subject to due diligence, the usual and customary conditions, and entering into a definitive agreement, is expected to close in early 2011.
Hydra Fuel Cell Corporation has developed highly scalable, mass producible proton exchange membrane (PEM) hydrogen fuel cell systems. It is in the process of delivering the first HydraStax(R) systems this month. Hydra, located in Beaverton, Oregon, is set to advance hydrogen fuel cell electric generation as grid replacement for residences and small commercial establishments.
Jerry Mahoney, CEO of iVoice, remarked, "We are excited about the merger and to be working together with Hydra Fuel Cell Corporation."
Frank Neukomm, CEO of ARSC, stated, "We have been working to find the right company to merge with Hydra since 2009. We've found it in iVoice."
