Stan Lee’s POW! Ent. to Be Acquired by Arturion Ent.

Arturion Ent. Inc. has agreed to acquire all of the outstanding membership interests of POW! Ent. LLC, founded by Marvel Comics super-creator Stan Lee. The buyout, however, does not mean that Lee and other POW! principals will give up control of the company and its properties. The reverse acquisition is instead intended to help POW! expand operations by opening it to the public market.

On Dec. 9, Arturion, POW!, the members of POW! and certain Arturion stockholders entered into a reorganization agreement, in which the parties have agreed to reorganize Arturion so that the members of POW! will become Arturion’s majority stockholders. In addition, upon the closing of the proposed transaction, POW! will become a wholly owned subsidiary of Arturion. The owners of POW! will be issued approximately 93.5% of the outstanding Arturion shares of common stock, and will become the officers of Arturion. They will also have the power to nominate new directors to Arturion’s board.

The closing of the proposed transaction is subject to Arturion’s ability to obtain financing, which is intended to provide up to $5 million. However, the proposed transaction will not close and Arturion will not receive the ownership of POW! until Arturion receives net proceeds from the financing of at least $1,000,000. It is anticipated that if Arturion receives such financing, it will change its name to POW! Ent. Inc. and that the proposed transaction will close during the first quarter of 2004.