Atlas Capital Holdings and Clean Energy Pathways Reach Acquisition Agreement

/ Source: GlobeNewswire

BOCA RATON, Fla., April 13, 2011 (GLOBE NEWSWIRE) -- Atlas Capital Holdings, Inc. (OTCBB:ALCL) and Clean Energy Pathways, Inc. (Pink Sheets:CPWY) have reached an agreement under which Atlas Capital Holdings will acquire Clean Energy Pathways by issuing two shares of Atlas Capital common stock in exchange for every one share of common stock held by Clean Energy's shareholders. This means that Clean Energy's shareholders will own two shares of stock in the bulletin board company for every share that they currently hold in Clean Energy.

Under the agreement Clean Energy Pathways will become a wholly-owned subsidiary of Atlas Capital Holdings. In turn, Atlas Capital Holdings will change its name to Clean Energy Pathways, reflecting the company's business of renewable energy. In addition to the name change, Clean Energy Pathways CEO J. Michael Parsons will become CEO of the new company.

Parsons commented on the positive impact that management anticipates from moving up to the Bulletin Board: "We have managed to generate new, and what we hope to be, very lucrative business opportunities in the renewable energy space, and we believe this next step will only enhance those opportunities. We also hope to provide the type of transparency and communication with our shareholders that they deserve."

Recently, the federal government withdrew funding for many renewable energy projects throughout the U.S. This created an opportunity for Clean Energy Pathways, which has developed a relationship with a private institutional investor that will allow the company to finance its projects with private funds, instead of waiting for federal dollars.

Commenting on the acquisition, Atlas Capital Partners CEO Chris Davies said, "We have been looking for a solid opportunity for quite a while. Clean Energy Pathways has exhibited, in some very tangible ways, that it can generate significant opportunities that will be beneficial for our shareholders."

Clean Energy Pathways has three divisions focused on (1) biofuels, (2) energy efficiency and retrofits, and (3) solar and other renewable energy developments and sales.

About Atlas Capital Holdings

On March 1, 2011, Atlas Capital Holdings entered into a Joint Venture Agreement with Clean Energy Pathways under which both companies agreed to explore a merger, and each agreed to provide sufficient resources to identify how the shareholders of both companies would benefit from such a merger. Until March 1, 2011, Atlas Capital Holdings had minimal operation.

About Clean Energy Pathways

Clean Energy Pathways, Inc. is a company focused on delivering multiple solutions to aid businesses and government facilities in attaining energy independence, reduced costs and a cleaner environment. These pathways to energy independence include biomass fuels, solar systems, building energy management systems and other technologies, as well as financing of, and gain-sharing in, the improvements.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements are subject to risks and uncertainties that could cause future results to differ materially from the forward-looking statements. You should consider these factors in evaluating the statements herein, and not rely on such statements. The forward-looking statements in this release are made as of the date hereof and Clean Energy Pathways, Inc. and Atlas Capital Holdings, Inc. undertake no obligation to update such statements.

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