Harbor Acquisition Corporation Receives Going Concern Qualification
18 Abril 2007 - 5:15PM
Business Wire
Harbor Acquisition Corporation (AMEX: HAC, HAC-U, HAC-WT)
(�Harbor�) announced today, as required by American Stock Exchange
rules, that the audit opinion accompanying its audited financial
statements for the year ended December 31, 2006 contains a going
concern qualification. This announcement is made in compliance with
Section 610(b) of the American Stock Exchange Company Guide, which
requires listed companies to make public announcements disclosing
the receipt of an audit opinion that contains a going concern
qualification. Harbor is a publicly traded special purposes
acquisition corporation (�SPAC�) formed to acquire a company in the
industrial or consumer products sector. Harbor�s certificate of
incorporation contains a provision � common in SPACs � requiring
that it liquidate its assets if it doesn�t complete a business
combination by October 31, 2007 (or April 30, 2008 if it enters
into letter of intent, agreement in principle, or definitive
agreement to complete a business combination by October 31, 2007).
On October 17, 2006, Harbor signed a definitive stock purchase
agreement to acquire all of the outstanding shares and warrants of
Elmet Technologies, Inc., a manufacturer of metals products, using
tungsten and molybdenum. This acquisition is expected to be
consummated in the second quarter of 2007, after required approval
by Harbor�s shareholders and the fulfillment of other conditions.
About Elmet Technologies, Inc. Originally founded in 1929, Elmet
became an independent company in late 2003 when its current CEO
Jack Jensen led the management buyout of Elmet from its former
parent, Philips Electronics North America Corporation. Under Jensen
and his management team, Elmet has enjoyed growth by providing
innovative refractory metal solutions to OEMs serving such
industries as data storage, semiconductor, medical, electronics and
lighting. Elmet now employs approximately 230 personnel, including
highly-skilled sales, design, engineering, and production
professionals at its Lewiston, Maine headquarters. Elmet�s products
are typically custom-engineered components used in products such as
medical imaging devices, silicon wafer chip manufacturing
equipment, and specialty commercial and residential lighting
applications. About Harbor Acquisition Corporation Based in Boston,
Harbor is a publicly traded, special purpose acquisition
corporation (�SPAC�) formed to acquire a company in the industrial
or consumer products sectors. The contemplated transaction is
subject to shareholder approval, along with certain regulatory
approvals including the filing of a proxy statement with the
Securities and Exchange Commission. Upon completion of the
transaction, Harbor intends to change its corporate name to Elmet
Technologies Holdings, Inc. Forward Looking Statements This press
release includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended (the
�Securities Act�), and Section 21E of the Securities Exchange Act
of 1934, as amended (the �Exchange Act�). These forward-looking
statements are based on current expectations and projections about
future events and no party assumes an obligation to update any such
forward-looking statements. These forward-looking statements are
subject to known and unknown risks, uncertainties and assumptions
about Harbor and Elmet that may cause actual results to be
materially different from any future results expressed or implied
by such forward-looking statements. In some cases, you can identify
forward-looking statements by terminology such as �may,� �should,�
�could,� �would,� �expect,� �plan,� �anticipate,� �believe,�
�estimate,� �continue,� or the negative of such terms or other
similar expressions. Factors that might cause our future results to
differ from those statements include, but are not limited to, the
failure of Harbor�s stockholders to approve the acquisition and the
transactions contemplated thereby; the number and percentage of
Harbor�s stockholders voting against the acquisition and electing
to exercise their redemption rights; changing interpretations of
generally accepted accounting principles; costs associated with
continued compliance with government regulations; legislation or
regulatory environments, requirements or changes adversely
affecting the businesses in which Elmet is engaged; the continued
ability of Elmet to successfully execute its business plan
involving the proper management of its human resources and assets;
demand for the products and services that Elmet provides; continued
availability of, and changes in pricing for, raw materials used by
Elmet; general economic conditions; geopolitical events and
regulatory changes; as well as other relevant risks detailed in
Harbor�s filings with the Securities and Exchange Commission.
Additional Information This communication is being made in respect
of the proposed transaction involving Elmet, its stockholders and
Harbor. In connection with the proposed transaction, Harbor will
file with the Securities and Exchange Commission a proxy statement
on Schedule 14A for the stockholders of Harbor describing the
proposed transaction. Harbor will be filing other documents with
the SEC as well. BEFORE MAKING ANY VOTING OR INVESTMENT DECISIONS,
INVESTORS ARE ADVISED TO READ, WHEN AVAILABLE, HARBOR�S DEFINITIVE
PROXY STATEMENT IN CONNECTION WITH THE SOLICITATION OF PROXIES FOR
THE SPECIAL MEETING BECAUSE THIS PROXY STATEMENT WILL CONTAIN
IMPORTANT INFORMATION. The definitive proxy statement will be
mailed to stockholders as of a record date to be established for
voting on the proposed transaction. Stockholders will also be able
to obtain a copy of the definitive proxy statement and other
documents related to the transaction that are filed with the SEC,
without charge, once available, at the SEC�s Internet site
(http://www.sec.gov) or by directing a request to Harbor
Acquisition Corporation at One Boston Place, Suite 3630, Boston ,
Massachusetts 02108. As a result of the review by the SEC of the
proxy statement, Harbor may be required to make changes to its
description of the acquired business or other financial or
statistical information contained in the proxy statement. Harbor
and its directors and officers and other members of management and
employees may be deemed to be participants in the solicitation of
proxies in respect of the proposed transaction with Elmet and its
stockholders. Information regarding Harbor�s directors and
executive officers is set forth in Harbor�s final prospectus dated
April 27, 2006, and the proxy statement relating to the proposed
transaction with Elmet and its stockholders when it becomes
available. Harbor�s final prospectus also contains a description of
the security holdings of the Harbor officers and directors and of
Ferris Baker Watts, the managing underwriter of Harbor�s initial
public offering consummated on May 1, 2006, and their respective
interests in the successful consummation of this business
combination.
Harbor Acquisition Corp. (AMEX:HAC)
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