MOSCOW, June 1, 2006 (PRIMEZONE) -- NUCON-RF, Inc. ("NUCON") (Pink Sheets:NNRF) and ZAO ELECTRO MACHINERY BUILDING PLANT ATOLL ("ATOLL") announced today that the companies have entered into a binding Agreement in which NUCON, Inc. will acquire 50% of ATOLL, a Russian closed joint stock company.
ATOLL is located in the city of St. Petersburg, Russia. ATOLL is a manufacturing and research concern established to develop, manufacture and sell products designated for nuclear facilities such as nuclear power plants and the Russian Federal dry storage facility for nuclear wastes under construction at the Mining and Chemical Combine ("MCC") located in Zelesnogorsk, Krasnoyarsk region. It employs approximately 220 persons. The manufacturing processes utilize state-of-the-art computer-controlled machinery. The products produced at this facility include spare parts for the entire nuclear cycle, including spare parts for nuclear power plants, mechanisms for nuclear power plants, and handling equipment for nuclear waste containers for long-term storage of nuclear wastes and spent fuels. Further information may be found at www.nucon-rf.com.
ATOLL has 3.8 Billion Rubles (US$139 Million) on their books in advance orders from state enterprises for the period 2006-2007. The assets of ATOLL include approximately 1.5 hectares of property where the administrative buildings and factory are located.
The current output is limited by the lack of investment and NUCON intends to complete an evaluation of a substantial expansion of the facilities during 2006. ATOLL presently has markets in the Russian Federation, other CIS countries and Eastern Europe. NUCON believes the implementation of such plan of expansion may lead to increases in sales and economies of scale.
NUCON will pay US$4,250,000 and 2,057,142 common shares at closing on July 31, 2006. NUCON will have 27,915,788 outstanding shares, fully diluted, upon completion of the acquisition.
NUCON believes that this acquisition has established the fundamental platform of products and services of the company and is now able to provide the spectrum of manufactured specialized products, engineering services, and proprietary technology applications to state enterprises in the Russian Federation and in foreign markets for radiological waste management. The strategic plan of the company is to expand upon this established base with further acquisitions of manufacturing facilities and application specific technologies to enable it to engage in a broad range of radioactive and toxic waste remediation projects.
Academician Valery Lebedev, PhD, the Chief Executive Officer of NUCON, stated: "The ATOLL acquisition is an integral part of the strategic plan of NUCON to become a leading edge supplier to Federal facilities of the Russian Federation, and in particular, the dry storage facility of MCC at Zelesnogorsk. We are now fully prepared to commence domestic operations with Rosenergoatom and in foreign markets as project partner with Atomstroyexport; specifically as project partner at the Shelter Implementation Plan at Chernobyl, Ukraine."
NUCON-RF is an integrated technical solutions company which is focused on high-end environmental markets in the Russian Federation, CIS countries and Eastern Europe.
NUCON is a U.S. chartered corporation with executive and operations offices located in Moscow.
NUCON-RF has the capability to provide product, technological and engineering support addressing environmental, wastewater, power quality and radioactive waste challenges. These include compliance, shielding, transport and storage requirements, plant equipment protection, energy efficiency and development of techniques for a broad range of radioactive and toxic wastes. NUCON-RF also has extensive in-house expertise in all aspects of radiological protection and radiological waste management.
Safe Harbor Statement
Statements in this press release that are not historical facts are forward-looking statements, including statements regarding announcements of financial results, business potentiality and other prospective presentations by NUCON-RF, Inc. Such statements reflect management's current views, are based on certain assumptions and involve risks and uncertainties. Actual results, events, or performance may differ materially from the above forward-looking statements due to a number of important factors, and will be dependent upon a variety of factors, including, but not limited to, our ability to obtain additional financing that will allow us to continue our current and future operations and whether demand for our products in domestic and international markets will continue to expand. NUCON-RF undertakes no obligation to publicly update these forward-looking statements to reflect events or circumstances that occur after the date hereof or to reflect any change in NUCON-RF's expectations with regard to these forward-looking statements or the occurrence of unanticipated events.