May 23 2007
Privately held Ecology Coatings, a leading developer of nano-engineered industrial coatings for cleaner, more efficient manufacturing, entered into a definitive agreement to merge with publicly held OCIS Corporation as part of a alternative public offering (APO) transaction. The merged company, to be named Ecology Coatings, is expected to trade on the OTC Bulletin Board. The management of Ecology Coatings will become the management of the surviving public entity.
According to the merger agreement, OCIS will offer shares of its common stock in exchange for the outstanding common stock of Ecology Coatings. OCIS will issue to the shareholders of Ecology Coatings up to thirty-one million eight hundred thousand (31,800,000) shares of the common stock of OCIS. Upon completion of the merger, the shareholders of Ecology Coatings are expected to hold approximately 95.2% of the common stock of the surviving public entity, while the current shareholders of OCIS will own approximately 4.8%.
Richard Stromback, Chairman of Ecology Coatings, said, “This agreement marks a significant step in the process of becoming a publicly held company.” He added, “Ecology Coatings is another step closer to being accessible within the micro cap public market, creating an opportunity for investors to get involved in an extremely promising emerging technology that combines the capabilities of nanotech with the benefits of clean tech.” The closing of the merger is targeted for June 2007, subject to customary closing conditions, SEC review as well as stockholder approval from both companies.