Pompano Beach, FL (PRWEB) May 2, 2005
Today ICF Industries, a UK-based company, (ÂICFÂ) ICF Industries, a corporation organized under the laws of the United Kingdom, and Advanced Fuel Chemistry, Inc., (ÂAFCÂ) a Delaware corporation (ÂPurchasersÂ), announced that they entered into a definitive agreement with Ray Thomas Petroleum Inc. and its affiliates (ÂThomasÂ) to acquire one hundred percent of its outstanding stock in a stock for stock tax free acquisition. The Thomas sellers included: Ray Thomas Petroleum Company, Inc., a North Carolina corporation, (ÂRTPÂ), Sunbelt Petroleum, Inc., a North Carolina corporation (ÂSunbeltÂ), Franco Energy, LLC, a North Carolina limited liability company (ÂFrancoÂ), and L. Ray Thomas, an individual and the majority shareholder of RTP, sole shareholder of Sunbelt and the sole member of Franco. Crivello Group, LLC (ÂCGÂ) provides ICF and AFC with Strategic Consulting Services and its principals are equity investors in ICF. Thomas is a wholesale distributor and retailer of motor fuel products. In the fiscal year ending December 31, 2004, Thomas had revenue in excess of $100,000,000. The definitive agreement is subject to usual and customary commercial conditions. The closing is expected to occur during May, 2005.
ICF and AFC have developed a formula composed of a proprietary, complex mixture of surfactant-based detergent substances which, when blended into distillates or gasoline, positively alter the molecular composition of the fuel. This results in a finished fuel that increases miles per gallon and fuel lubricity, while reducing harmful emissions (including Carbon Dioxide, Nitrous Oxide, black smoke, and particulates). Based on federal and state tax incentives, the fuels can be priced at comparable or lower levels vs. hydrocarbon-based fuels with higher retail margins. ICF and AFC will partner with existing fuel retailers to install new pump stations for the renewable fuels on existing and/or new sites. These retailers will be licensed to distribute the ICF and AFC branded renewable fuel/additive packages, sharing in the profit margin of the fuels. ICF and AFC will expand into additional global markets, including fleet, marine, aftermarket, and aviation, in geographies including China, Europe, and South America. It is the combination of price, performance, environmental impact, and Âmade in the USAÂ that creates a compelling consumer brand proposition.
CG Managing Member Frank P. Crivello stated: ÂCliff Hazel and Ian Williamson are inventors with a long and rich tradition of creating commercially viable energy technologies. As for ICF and AFCÂs strategic objectives, we are negotiating with a public company to complete a merger of ICF and AFC into a public company.Â
About Crivello Group, LLC (http://www.crivello.com):
CG is a strategic advisors and partners to distressed and emerging companies. CGÂs solutions for distressed or emerging company that include:
Â Capital & Debt Alternatives
Â Staff, Boards, and Professionals
Â Divestiture & Dissolution
Â Plan of Restructuring or Reorganization
Safe Harbor Statement Under the Private Securities Litigation Act of 1995 - With the exception of historical information, the matters discussed in this press release are forward-looking statements that involve a number of risks and uncertainties. The actual future results of either ICF or CG could differ significantly from those statements. Factors that could cause actual results to differ materially include risks and uncertainties such as the inability to finance the companyÂs operations or expansion, inability to hire and retain qualified personnel, changes in the general economic climate, including rising interest rate and unanticipated events such as terrorist activities. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential" or "continue," the negative of such terms, or other comparable terminology. These statements are only predictions. Although we believe that the expectations reflected in the forward-looking statements are reasonable, such statements should not be regarded as a representation by the Company, or any other person, that such forward-looking statements will be achieved. We undertake no duty to update any of the forward-looking statements, whether as a result of new information, future events or otherwise. In light of the foregoing, readers are cautioned not to place undue reliance on such forward-looking statements. For further risk factors see the risk factors associated with our Company, review our SEC filings.
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