Alternative Energy Sources, Inc. Announces Formation of a Special
Committee to Evaluate Strategic Alternatives and the Execution of a
KANSAS CITY, Mo., Nov. 9, 2007 (PRIME NEWSWIRE) -- Alternative Energy
Sources, Inc. (OTCBB:AENS) (the "Company") announced today that its
Board of Directors has formed a Special Committee comprised of W.
Gordon Snyder and Douglas D. Wilner to explore and evaluate strategic
alternatives aimed at enhancing shareholder value for the Company's
non-management stockholders. Strategic alternatives being considered
include a possible sale of the Company. The Special Committee has
retained the investment banking firm of Christenberry Collet &
Company, Inc. to provide independent financial advisory services and
has engaged Stinson Morrison Hecker LLP as independent legal counsel.
No strategic alternative will be pursued unless it is recommended by
the Special Committee.
The Company also announced that the Company and a privately-held
company (the "Potential Acquiror") have entered into a letter
agreement to provide financial assurances to the Potential Acquiror
for the time and expense incurred in evaluating a possible purchase
of the Company. Under the terms of the letter agreement, the Company
is free to pursue any strategic transaction including the sale of the
company to another acquiror but is required to pay the Potential
Acquiror a fee of $500,000 (and reimburse its reasonable expenses up
to $500,000) if, within one year, the Company enters into an
agreement with respect to a change-of-control transaction with
another acquiror. However, that fee would be payable only upon
consummation of such a transaction.
The acquisition consideration currently being explored with the
Potential Acquiror for the acquisition of shares held by
non-management stockholders involves an election to receive either
$0.50 per share in cash or a lower cash price per share, together
with contingent consideration, the amount of which would be capped
and would depend upon the future financial contribution which may be
provided by certain assets of the Company. These exploratory
discussions also contemplate that the Company's management
stockholders would exchange their stock for stock of the Potential
Acquiror based on the same valuation that would be used to determine
the acquisition consideration for the non-management stockholders.
The Company has not entered into an agreement with the Potential
Acquiror providing for the purchase of the Company. There is no
assurance that the Company will enter into such an agreement and, if
the Company does enter into such an agreement, no assurance can be
given as to the amount or form of the consideration to be paid for
the shares. There can also be no assurance regarding whether the
Board will elect to pursue any other strategic alternatives it may
consider, or that any such alternatives will be consummated. The
Company does not intend to provide updates or make any further
comment until the outcome of the process is determined or until there
are significant developments.
About AENS: AENS is a development stage company attempting to
construct, own and operate fuel-grade ethanol plants. More
information can be found on the Company's website at www.aensi.com.
The Alternative Energy Sources Inc. logo is available at
Forward-Looking Statements: This release contains "forward-looking
statements" within the meaning of Section 27A of the Securities Act
of 1933 and Section 21E of the Exchange Act of 1934. In this context,
forward-looking statements often address strategic plans and
alternatives and future operating or financial performance and
contain such words as "will," "expect," "plan," "believe," "intend,"
"seek," or similar words. Forward-looking statements are inherently
subject both to known and unknown risks and uncertainties that may
cause actual results to be different from those discussed. Such risks
include, but are not limited to, the effects and outcomes of
strategic evaluations; the results of discussions regarding the
possible purchase of the Company; inability to: generate sufficient
funds to implement our business plan, adequately maintain generating
facilities, secure funds necessary for planned ethanol plant
construction and service our debt; changes in commodity pricing,
tariffs, taxing and subsidies; environmental risks; and general
economic conditions as well as other financial, operational and legal
risks and uncertainties detailed from time to time in the Company's
SEC filings. We do not undertake any duty to update our forward
CONTACT: Alternative Energy Sources, Inc.