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 February 10, 2012 - 11:40 AM EST
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LCTI (formerly EnCap) Completes Merger with Sustainable Energy Properties
LCTI (formerly EnCap) Completes Merger with Sustainable Energy Properties

LCTI (formerly EnCap) Completes Merger with Sustainable Energy Properties

Vancouver, British Columbia CANADA, February 10, 2012 /FSC/ - LCTI Low Carbon Technologies International Inc. (ENC.H - TSX Venture), Further to the Company's prior news releases, the Company is pleased to report that it has completed the merger transaction with Sustainable Energy Properties ("SEP") and that trading is expected to commence on the Canadian National Stock Exchange ("CNSX") on Wednesday, February 15, 2012 under the trading symbol LCT.  The Company also expects to be delisted from the TSX Venture Exchange on the same day.

The Company's Wyoming subsidiary merged with SEP and SEP became the surviving entity, being 100% owned by the Company.  The former SEP shareholders were issued 134,583,460 shares of the Company.  102,988,490 of those shares have been escrowed pursuant to the policies of CNSX and will be released over the course of 3 years. 6,521,739 of those shares have been escrowed pursuant to a contractual arrangement and will only be released when mutually agreed by SEP and the shareholder. 16,014,106 of the remaining shares were issued to US residents and bear a Reg D legend.  The balance of 9,059,125 shares is free trading.  In addition, the Company already had 4,690,704 shares issued and outstanding.

Detailed information, including financial information, can be found in the Listing Statement which will be available on the website of CNSX at  Summary information follows:

All past officers and directors have resigned.  The following officers and directors have been appointed:

Bryan Scott Jarnagin has been appointed as President, CEO and director.  He has been an entrepreneur for over 25 years and serves as CEO and director of SEP. Mr. Jarnagin also serves as the Chairman of Entropy Partners, LLC, a U.S.-based firm focused in the sustainable energy and environmental technologies sectors, from January 2006 to June 2010.  He was a partner with Green Atlantic Partners ("GAP"), a boutique hands-on business management firm who work closely with a select group of clients throughout the world from December 2002 to January 2008.  While at GAP, the firm was involved in the public listing of a number of alternative climate change reduction businesses.  Mr. Jarnagin was also the founder, CEO and President of TRC, Inc., a commercial services company operating in Texas, California, Oklahoma, and Louisiana.  

Michael P. Lege has been appointed as CFO, Secretary, Treasurer and director. He serves as an SEP CFO.  Mr. Lege, age 58, is the current Comptroller and Treasurer for The Star of Texas Regional Center, has twenty-nine years of experience in financial and management accounting with strong supervisory and management reporting skills.  Mr. Lege served as Secretary / Treasurer for Crown Team Texas beginning in 2005.   For the seven years prior to Crown Team he served as Controller of Home Care Supply, a durable medical equipment supplier with $150,000,000 in annual sales which sold to Praxair.  From 1996 to 1999 he served as Controller of LAWPlus.  He was responsible for all areas of accounting and finance. For the seven years prior to LAWPlus he was Controller Assistant Treasurer of Taylor Medical, Inc. a wholesale medical supplier with over $150,000,000 of annual sales.  Taylor Medical merged with Physician Sales & Services in a Pooling of Interest Merger in 1995 with an effective purchase price of $45 million.  Prior to Taylor Medical he served as Assistant Controller of Gulf Supply, Inc., a wholesale distributor of pipe, valves, and fittings in Texas and Louisiana which sold to Physician Sales and Services.   Mr. Lege's experience also includes three years as an operational accountant for Texaco Chemical and one year as an Internal Auditor for Walgreen's Company. He holds a BBA in Accounting from Lamar University, in Beaumont, Texas.

Brandon S. Jarnagin has been appointed Vice President and director.  He serves as a Director and is the Head of SEP's Low Carbon Real Estate and Low Carbon Mitigation Bank divisions.  He is a partner with Entropy Partners, LLC a US based firm focused on the sustainable energy and environmental technologies sectors.  Mr. Jarnagin also served as a business analyst for The American Productivity and Quality Center.  He was responsible for developing and managing business process best practices and benchmarking studies for Fortune 500 firms such as BP, Merck, and Aetna.  Other previous positions included analyst for Green Atlantic Partners.  Prior to joining Green Atlantic Partners he served as lead estimator and commercial sales manager for a Houston, TX based commercial construction firm.  Brandon received a BBA Finance from the University of Houston.

Sustainable Energy Properties a USA company focused on and acquiring operating businesses, real estate, and low carbon energy technologies.  SEP utilizes these technologies in the development of low carbon energy projects.  SEP also combines the licenses with the operating companies creating value for each. SEP's focuses on acquiring a wide range of assets and businesses that are related to and complementary to each other.

SEP is proposing to enter into several specific acquisitions in the near term.  Further news will follow as appropriate.

The Listing Statement includes SEP's audited financial statements as at August 31, 2010, which show net shareholder's equity of USD $39,139,899.  These financial statements were audited by a Vancouver firm of chartered accountants.

The Listing Statement also includes SEP's un-audited financial statements as at May 31, 2011, which net shareholder's equity of USD $58,432,218.  These financial statements were reviewed by a Vancouver firm of chartered accountants.

Further news will be announced as appropriate.

For further information, please contact:
Responsible Officer:  Bryan Scott Jarnagin CEO/President
Address:  4010 Bluebonnet Ste. 209 Houston, TX 77025
Direct Line:  (832) 267-8424

'Neither the Canadian National Stock Exchange or the TSX Venture Exchange has passed upon the merits of the merger transaction and has neither approved nor disapproved the contents of this press release.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

The statements made in this press release may contain certain forward-looking statements concerning potential developments affecting the business, prospects, financial condition and other aspects of LCTI Low Carbon Technologies International Inc.  The words "will", "may", "anticipate", "intend", "plan" and similar words and expressions are used to identify forward-looking information. These statements include that the Company EXPECTS (a) list on CNSX; (b) EXPECTS TO delist from NEX; and (c) Has closed the merger transaction with SEP. The actual results of the specific items described in this release, and the Company's operations generally, may differ materially from what is projected in such forward-looking statements. Although such statements are based upon the best judgments of LCTI Low Carbon Technologies International Inc. management as of the date of this release, significant deviations in magnitude, timing and other factors may result from business risks and uncertainties including, without limitation, the Company's dependence on third parties, general market and economic conditions, technical factors, the availability of outside capital, receipt of revenues and other factors, many of which are beyond the control of the Company. LCTI Low Carbon Technologies International Inc. disclaims any obligation to update information contained in any forward-looking statement.

To view this release as a webpage, please click on the following link:  

Source: LCTI Low Carbon Technologies International Inc. (TSX-V: ENC.H)
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Source: FSCwire (February 10, 2012 - 11:40 AM EST)