Closure of PTC Group and PTC Holdings Reorganization Agreement Opens the Door to Development and Commercialization of Hydrogen Fuel Cell and Other Alternative Power and Water Systems.FAIR OAKS Fair Oaks, town, United States Fair Oaks, uninc. residential town (1990 pop. 26,867), Sacramento co., N central Calif., on the American River, in a growing citrus fruit and farm area. , Calif.--(BUSINESS WIRE)--June 23, 1998--PTC Group, Inc. (OTC OTC See: Over-the-counter. OTC See over-the-counter market (OTC). BB: PWRE) is pleased to announce the execution of a formal agreement completing the previously announced reorganization of PTC (PTC, Needham, MA, www.ptc.com) Long a world leader in mechanical computer-aided design, manufacturing and engineering software, PTC, through acquisitions and reorganization, has transformed itself into a leading provider of Internet-based B2B solutions for discrete manufacturers. Holdings, Inc. with PTC Group, Inc. (see PTC Holdings, Inc. news release dated April 29, 1998). Under the agreement, PTC Group will be acquiring at least 90% of the outstanding shares of PTC Holdings in exchange for common stock of PTC Group. Final terms of the agreement are subject to shareholder approval. Management believes that it will readily obtain such consent given previous approval by shareholders of a conditional agreement back in December, 1997. PTC Group's new structure will exploit the respective operations, marketing, engineering, development and world class manufacturing skills of its subsidiaries to fulfill its vision of integrating the highest quality, lowest cost, cleanest water and power technologies in the shortest period of time. "Now that PTC Holdings can operate under the umbrella of a recognized public company, many of the obstacles previously encountered by us as a private company have disappeared," said Dr. Rocco Guarnaccia, Chairman and Chief Executive Officer. "With the credibility gained as a publicly traded company publicly traded company A company whose shares of common stock are held by the public and are available for purchase by investors. The shares of publicly traded firms are bought and sold on the organized exchanges or in the over-the-counter market. and the stature of our recent appointments to the Board of Directors (see news releases dated May 27, 1998 and May 11, 1998), we feel confident that the company's current financing, contractual, and joint venture deliberations will be accelerated toward closure in the near future." The newly reorganized PTC Group is dedicated to becoming a leading marketer, financier, and manufacturer of low-cost, mass-produced, modular, integrated, sea water desalination Water desalination The removal of dissolved minerals (including salts) from seawater or brackish water. This may occur naturally as part of the hydrologic cycle, or as an engineered process. and power generation systems utilizing hydrogen fuel cell and other innovative technologies (see RSC RSC Royal Society of Chemistry (UK) RSC Royal Shakespeare Company RSC Responsabilidad Social Corporativa (Spanish: corporate social responsibility) RSC Royal Society of Canada Energia Joint Venture news release dated April 8, 1998). However, the strategy will be to convert to fuel cells as the primary power source of these systems as soon as they are commercially possible. Since fuel cells have already demonstrated themselves to be a reliable power source, the PTC Group believes that a commitment to being a primary fuel cell user will provide market incentive for developers to participate in the manufacturing cost reduction efforts that have prevented commercialization to date. Additional efforts will be devoted to the commercial integration of a variety of renewable energy Renewable energy utilizes natural resources such as sunlight, wind, tides and geothermal heat, which are naturally replenished. Renewable energy technologies range from solar power, wind power, and hydroelectricity to biomass and biofuels for transportation. sources into these systems. The Company is poised to capitalize on the global trend toward decentralization de·cen·tral·ize v. de·cen·tral·ized, de·cen·tral·iz·ing, de·cen·tral·iz·es v.tr. 1. To distribute the administrative functions or powers of (a central authority) among several local authorities. , deregulation Deregulation The reduction or elimination of government power in a particular industry, usually enacted to create more competition within the industry. Notes: Traditional areas that have been deregulated are the telephone and airline industries. , and privatization privatization: see nationalization. privatization Transfer of government services or assets to the private sector. State-owned assets may be sold to private owners, or statutory restrictions on competition between privately and publicly owned of utility systems and infrastructure coupled with the increased demand for reliable water and power sources. With 60% of the world's population without access to adequate supplies of clean water and reliable power, the new PTC Group's ability to provide technically sound solutions to these problems could produce a promising new market. Wired Magazine (October 1997 issue) recently quoted Mr. Joe Maceda, President of PTC Holdings, Inc., stating that, "Power plants are going to be just like furnaces, they're going to be appliances." The above statements in regard to the reorganization of PTC Holdings, Inc. and PTC Group, Inc. which are not purely historical are forward-looking statements within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995, including PTC Groups' beliefs, expectations, hopes or intentions regarding the future. All forward-looking statements are made as of the date hereof and are based on information available to PTC Group, Inc. as of such date. It is important to note that actual outcome and the actual results could differ materially from those in such forward-looking statements. Factors that could cause actual results to differ materially include risks and uncertainties such as technological, legislative and marketplace changes.
CONTACT: Investor Relations:
800/398-7425 (toll free)
pwre.com or powerco.com
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