Press Releases

MCW Energy Group Enters Into Letter Of Intent For Reverse Takeover With Axea Capital Corp. To Facilitate Toronto Exchange Listing

Shediac, New Brunswick, Canada/Frankfurt, Germany – MCW Energy Group Limited, a Canadian holding company involved in oil production/distribution and oil sands recovery technology and AXEA Capital Corp announced today that they have entered into a Letter of Intent  in the course of a so-called “qualifying transaction”. This transaction is intended to take the form of a triangular amalgamation which will result in the acquisition of all of the outstanding equity interests of MCW by AXEA in return for AXEA shares. Following the transaction, shareholders of MCW will hold approximately 96% of AXEA shares, and AXEA shareholders will hold the remaining 4%.  The amalgamation will constitute a reverse takeover of AXEA by MCW Energy Group Ltd., a company incorporated under the laws of New Brunswick, Canada.

In the first phase of the amalgamation process, AXEA will consolidate its own shares and outstanding securities on a one-for-three basis. AXEA will then issue one AXEA share to holders of MCW shares for each two shares of MCW held, and the convertible securities of MCW will be exchanged for convertible securities of AXEA with an exercise price 100% greater than the price of the convertible security prior to the amalgamation. After giving effect to the amalgamation, AXEA will carry on business under the name “MCW Energy Group Limited” and its shares will be listed on Toronto Exchange under a new trading symbol. The completion of this Letter of Intent is conditional upon all necessary regulatory approvals, including the approval of the Toronto Exchange, and other conditions which are typical for a business combination transaction of this nature.The shares of MCW currently trade on the Frankfurt Stock Exchange.

MCW CEO Dr. Gerald Bailey was very pleased with regards to the proposed transaction and commented positively on the amalgamation: “This strategic move to the North American capital markets will provide the Company with the opportunity to participate in a robust, fast-moving capital environment. We will be delighted to announce to our shareholders and the North-American financial markets that in the future they will be able to trade MCW Energy Group shares in Canada as well as its traditional listing in Frankfurt, Germany.”