KLH ENGINEERING GROUP, INC.
7400 EAST CALEY AVENUE, SUITE 210, ENGLEWOOD, COLORADO 80111
AMENDED INFORMATION STATEMENT
This Amended Information Statement is being furnished to
stockholders of KLH Engineering Group, Inc., a Delaware corporation with
principal executive offices at 7400 East Caley Avenue, Suite 210,
Englewood, Colorado 80111 (the "Company" or "KLH"), in connection with
a proposed amendment to the Company's Certificate of Incorporation
changing the Company's name to "AmeriResource Technologies, Inc." (the
"Name Change"). The Company's telephone number is (303) 771-2411. This
Amended Information Statement revises in its entirety the information
statement originally sent to shareholders on January 20, 1996, and is
being sent, on or about July 5, 1996, to holders of the Company's stock
at the close of business on May 28, 1996.
WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND
US A PROXY. As of the close of business on January 15, 1996, Delmar
Janovec, President and Chairman of the Board of Directors of the Company,
and John Larry Adams, Executive Vice President and a Director,
beneficially owned an aggregate of 98,668,750 shares of common and
preferred stock of the Company, or approximately 74% of the 133,371,381
shares of the Company's common and preferred shares outstanding. Mr.
Janovec and Mr. Adams have each signed and delivered to the Company
written shareholder consent approving the Name Change, as permitted under
Section 228 of the Delaware Corporation Law. THUS, THE NAME CHANGE HAS
ALREADY BEEN APPROVED, AND THE COMPANY INTENDS TO HAVE IT TAKE EFFECT ON
JULY 16, 1996, OR AS SOON THEREAFTER AS PRACTICABLE (THE "EFFECTIVE
DATE"). Because the Name Change has already been approved, you are not
required or requested to take any action at this time; at your option,
however, you may submit a written consent to the Name Change to the
Company at the above address.
THIS INFORMATION STATEMENT IS YOUR NOTICE THAT THE NAME CHANGE HAS
BEEN APPROVED, AND YOU WILL RECEIVE NO FURTHER NOTICE WHEN IT IS MADE
EFFECTIVE. Following the Name Change, the share certificates you now
hold will continue to be valid. As shares are sold, new certificates
reflecting the Name Change will be issued in place of the current
certificates.
REASONS FOR, AND EFFECTS OF, THE CHANGE IN THE COMPANY'S NAME
The Board of Directors has adopted a resolution declaring the
advisability of changing the name of the Company to "AmeriResource
Technologies, Inc." The Board of Directors believes the Name Change will
better reflect the Company's operations, which are broader than simply
engineering. The Name Change will permit the Company the opportunity to
effectively solicit its services under the more inclusive "AmeriResource
Technologies" name. The name "Ameri" also reflects strong ties the
Company has with the American Indian community.
The Name Change will not affect the names of the Company's current
subsidiaries; all of its subsidiaries will continue to use their current
legal names. The Company will file an amendment to its Certificate of
Incorporation with the State of Delaware changing the name of the
Company. In conjunction with the Name Change, the Company plans to
change the symbol under which the Company's common stock is listed on the
NASD's Over-the-Counter Bulletin Board from "KLHE" to "ARTI". However,
since the NASD does not permit companies whose stock trades on the
Bulletin Board to reserve a trading symbol, there can be no assurance
that this symbol will be available on the Effective Date.
KLH ENGINEERING GROUP, INC.
7400 EAST CALEY AVENUE, SUITE 210, ENGLEWOOD, COLORADO 80111
AMENDED INFORMATION STATEMENT
This Amended Information Statement is being furnished to
stockholders of KLH Engineering Group, Inc., a Delaware corporation with
principal executive offices at 7400 East Caley Avenue, Suite 210,
Englewood, Colorado 80111 (the "Company" or "KLH"), in connection with
a proposed amendment to the Company's Certificate of Incorporation
changing the Company's name to "AmeriResource Technologies, Inc." (the
"Name Change"). The Company's telephone number is (303) 771-2411. This
Amended Information Statement revises in its entirety the information
statement originally sent to shareholders on January 20, 1996, and is
being sent, on or about July 5, 1996, to holders of the Company's stock
at the close of business on May 28, 1996.
WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND
US A PROXY. As of the close of business on January 15, 1996, Delmar
Janovec, President and Chairman of the Board of Directors of the Company,
and John Larry Adams, Executive Vice President and a Director,
beneficially owned an aggregate of 98,668,750 shares of common and
preferred stock of the Company, or approximately 74% of the 133,371,381
shares of the Company's common and preferred shares outstanding. Mr.
Janovec and Mr. Adams have each signed and delivered to the Company
written shareholder consent approving the Name Change, as permitted under
Section 228 of the Delaware Corporation Law. THUS, THE NAME CHANGE HAS
ALREADY BEEN APPROVED, AND THE COMPANY INTENDS TO HAVE IT TAKE
EFFECT ON JULY 16, 1996, OR AS SOON THEREAFTER AS PRACTICABLE (THE
"EFFECTIVE DATE"). Because the Name Change has already been approved, you
are not required or requested to take any action at this time; at your
option, however, you may submit a written consent to the Name Change to the
Company at the above address.
THIS INFORMATION STATEMENT IS YOUR NOTICE THAT THE NAME CHANGE HAS
BEEN APPROVED, AND YOU WILL RECEIVE NO FURTHER NOTICE WHEN IT IS MADE
EFFECTIVE. Following the Name Change, the share certificates you now
hold will continue to be valid. As shares are sold, new certificates
reflecting the Name Change will be issued in place of the current certificates.
REASONS FOR, AND EFFECTS OF, THE CHANGE IN THE COMPANY'S NAME
The Board of Directors has adopted a resolution declaring the
advisability of changing the name of the Company to "AmeriResource
Technologies, Inc." The Board of Directors believes the Name Change will
better reflect the Company's operations, which are broader than simply
engineering. The Name Change will permit the Company the opportunity to
effectively solicit its services under the more inclusive "AmeriResource
Technologies" name. The name "Ameri" also reflects strong ties the
Company has with the American Indian community.
The Name Change will not affect the names of the Company's current
subsidiaries; all of its subsidiaries will continue to use their current
legal names. The Company will file an amendment to its Certificate of
Incorporation with the State of Delaware changing the name of the
Company. In conjunction with the Name Change, the Company plans to
change the symbol under which the Company's common stock is listed on the
NASD's Over-the-Counter Bulletin Board from "KLHE" to "ARTI". However,
since the NASD does not permit companies whose stock trades on the
Bulletin Board to reserve a trading symbol, there can be no assurance
that this symbol will be available on the Effective Date.
SCHEDULE 14C/A INFORMATION
Information Statement Pursuant to
Section 14(c) of the Securities
Exchange Act of 1934
Check the appropriate box:
Preliminary Information Statement
X Definitive Information Statement (as amended)
KLH Engineering Group, Inc.
(Name of Registrant as Specified In Its Charter)
KLH Engineering Group, Inc.
(Name of Person(s) Filing the Information Statement)
Payment of Filing Fee
X No payment enclosed, payment of $125 was made with original
filing of preliminary information statement on November 28,
1995.
