UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
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[X] Soliciting Material Pursuant to ss.240.14a-12
MMC ENERGY, INC.
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(Name of Registrant as Specified In Its Charter)
ENERGY HOLDINGS LIMITED LLC
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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The following press release was issued by Energy Holdings Limited LLC, G.
William Eason and Karl W. Miller on April 4, 2008.
ENERGY HOLDINGS LIMITED LLC DELIVERS LETTER TO MMC ENERGY, INC.
BOARD OF DIRECTORS STATING ITS POSITION THAT MMC'S CASH SHOULD BE PRESERVED
AND NO ASSETS SHOULD BE SOLD WITHOUT SHAREHOLDER APPROVAL
WILMINGTON, NORTH CAROLINA--April 4, 2008--Energy Holdings Limited LLC ("EHL")
announced today that it has delivered a copy of the attached letter to the board
of directors of MMC Energy, Inc. ("MMC") (NASDAQ: MMCE).
IMPORTANT INFORMATION
EHL and Messrs. G. William Eason and Karl W. Miller, founder and a former
chairman, CEO and director of MMC, intend to file with the Securities and
Exchange Commission and mail to stockholders a proxy statement and proxy card to
be used to solicit proxies in connection with MMC's May 2008 annual meeting.
Stockholders are advised to read carefully the proxy statement and other
information related to the solicitation when they become available because they
will contain important information. When completed, a definitive proxy statement
and a form of proxy will be mailed to MMC's stockholders and will be available,
along with other relevant documents, at no charge, at the SEC's website at
http://www.sec.gov. Information relating to the participants in such proxy
solicitation will be contained in the proxy statement to be filed by EHL and
Messrs. Eason and Miller.
Investor Contacts:
G. William Eason
gwilliameason@energyholdingslimited.com
(917) 591-6906
Media Contacts:
Kevin McConville
kmcconville@energyholdingslimited.com
(832) 731-7096
Source: Energy Holdings Limited LLC
April 4, 2008
The Board of Directors
MMC Energy, Inc.
26 Broadway, Suite 960
New York, NY 10004
Gentlemen,
EHL is very concerned about recent actions of the MMC board of directors and
wants to make perfectly clear its intentions to dissuade the board from selling
any assets without shareholder approval. EHL also reiterates its request for MMC
to use cash for the purposes set forth in its June 2007 prospectus.
Since cash and the market value of the three assets located in California are
the only assets of significance, it is imperative the board seriously consider
its fiduciary responsibilities to shareholders and afford EHL and all
shareholders a voice and a vote on any material change in the use of proceeds
and business strategy outlined in the June 2007 IPO.
The MMC board, in our opinion, has not demonstrated a business strategy in the
best interests of its shareholders. Since EHL and other shareholders filed a
Schedule 13D, the critical situation at MMC has become worse and made
shareholder rights a larger issue.
EHL also requested that the MMC board move its annual meeting of shareholders to
April 2008 so that shareholders could address the critical issues facing the
company and vote on a new slate of directors to lead MMC forward. MMC's board
chose to ignore this request.
On March 11th, 2008, MMC conducted an earnings teleconference where management
did not discuss fourth quarter 2007 results, and accepted only one question, and
announced that its current CEO would spend time in California - in response to
EHL's criticism of a lack of a California presence and the wasteful expense of
the New York headquarters. MMC did not announce, however, the closing of the New
York office to conserve cash.
The Board of Directors
MMC Energy, Inc.
April 4, 2008
On March 21th, 2008, MMC's board announced it had retained Merriman, Curhan and
Ford to assist MMC in developing "strategic alternatives" for the company. At
this stage of development, MMC's optimum strategy should be clear to those
experienced in the energy industry. Simply put, MMC should do whatever is
necessary to complete the existing Chula Vista and Escondido upgrade projects,
pursuant to and in conformity with the use of proceeds contained in the June
2007 prospectus and registration documents and without diluting shareholder
value.
On March 26th, 2008, MMC's board announced a share repurchase program, a move
that concerned EHL as well as other shareholders. While the intent to raise
MMC's share price is a goal shared by all investors, the use of MMC's cash for
this purpose at this time is inappropriate. Such an ill-advised use of cash with
critical construction projects in process and credit markets in disarray cannot
be described as in MMC's best interests.
On March 28th, 2008, the MMC board revealed in its preliminary proxy filing that
it was awarding certain senior managers "change in control" benefits that will
cause payments to be made to them after EHL's slate is elected at the annual
meeting of shareholders, May 28th, 2008 in San Francisco. This will only make it
more expensive to shareholders to vote against the incumbent board resulting in
entrenchment and enrichment of the board and management. EHL requests that this
matter be put to a vote of shareholders at the annual meeting.
Also, in the same preliminary proxy filing, the MMC board recommended a "no"
vote on a proposed share buyback plan that was introduced by a shareholder who
commented that MMC's share price had fallen by more than 80 percent! Yet the
board had announced only two days earlier that it was proposing a share buyback
program.
EHL and other shareholders are serious with regard to defending, not only their
rights, but the rights of all shareholders against an ill advised transaction.
EHL intends to file its proxy shortly. It is now clearer than ever that the EHL
slate must be elected.
Very truly yours,
G. William Eason
Managing Member of EHL