American Environmental Partners Signs Definitive Agreement for Reverse Merger with Nasdaq Listed SCWorx Corp.

   American Environmental to List on Nasdaq Upon Closing
Under Ticker Symbol: AEPT

CANONSBURG, PA, Dec. 26, 2023 (GLOBE NEWSWIRE) -- via NewMediaWire –American Environmental Partners, Inc. (“American Environmental,” “AEPT” or “the Company”) (PINK: AEPT), a mission critical environmental services company focused on remediation and processing solutions for infrastructure and industrial companies, today announced that it has signed a definitive agreement and plan of merger on Dec. 21, 2023 with SCWorx Corp. (“Worx”). Upon completion of the transaction and approval of the business combination listing application by Nasdaq, the combined company will be named American Environmental Partners, Inc., and the shares will trade on Nasdaq under the ticker symbol “AEPT.”

“This is a transformational event for American Environmental Partners and Worx,” said Brad Domitrovitsch, Chairman and Chief Executive Officer of American Environmental Partners. “The signing of the definitive agreement takes us one step closer to listing on Nasdaq.”

“I would like to thank Worx and its team for their hard work to make this a reality and my colleagues for your efforts and support in creating a new American Environmental Partners. We have an exciting opportunity ahead of us and I’m confident we have the right team to execute on our strategy,” added Mr. Domitrovitsch.

Transaction Details

The transaction, which was approved by the Boards of Directors of both American Environmental Partners and Worx, is expected to close in the first quarter of calendar year 2024, subject to shareholder approval, regulatory approval and other customary closing conditions.

Under the Agreement, Worx has agreed to merge its wholly-owned subsidiary into American Environmental Partners, with American Environmental Partners as the surviving company. As merger consideration for their shares, American Environmental Partners shareholders will receive shares of Worx common stock equal to 83% of the combined Company, on a fully diluted basis, after giving effect to a pre-merger capital raise of up to $6 million by American Environmental Partners, which is a condition to completion of the Agreement. Therefore, Worx shareholders will own 17% of the combined company on a fully-diluted basis after the merger.