EVERCEL ANNOUNCES ANNUAL MEETING OF STOCKHOLDERS

NEW YORK, March 25, 2020 (GLOBE NEWSWIRE) -- Evercel, Inc. (OTC: EVRC) today announced that it will hold its 2020 annual meeting of stockholders on Thursday, April 2, 2020 at 10:00 a.m. Eastern Time. The annual meeting, which was initially to be held in person, will now be held virtually due to the threat of COVID-19. You can access the virtual annual meeting by visiting on the date of the annual meeting. A formal notice of the annual meeting along with a proxy card has been sent to each of Evercel’s common and preferred stockholders of record and beneficial holders as of February 27, 2020. Please note that stockholders will still be able to vote at the annual meeting even though it is to be held virtually. We have included below a Q&A regarding the virtual annual meeting which is meant to supplement the formal notice previously circulated to stockholders. Evercel encourages each stockholder to vote by proxy or attend the annual meeting in accordance with the instructions provided in the formal notice, as supplemented below.

Questions and Answers Regarding the Virtual Annual Meeting

What has changed now that the annual meeting will be held virtually instead of in person?

The only change to the annual meeting is that we will no longer be meeting in person. Stockholders will be able to attend the annual meeting virtually by visiting on the date of the annual meeting. Stockholders wishing to vote at the annual meeting (as opposed to prior to the annual meeting by proxy) should be careful to read the instructions set forth below.

How do I attend the meeting?

If you plan to attend the annual meeting online, please be aware of what you will need to gain admission, as described below. If you do not comply with the procedures described here for attending the annual meeting online, you will not be able to participate in the annual meeting but may view the annual meeting webcast. Stockholders may participate in the annual meeting by visiting ; interested persons who were not stockholders as of the close of business on February 27, 2020 may view, but not participate, in the annual meeting via .

To attend online and participate in the annual meeting, stockholders of record will need to use their control number on their Notice of Internet Availability of Proxy Materials or proxy card to log into ; beneficial

stockholders who do not have a control number may gain access to the meeting by logging into their brokerage firm’s website and selecting the stockholder communications mailbox to link through to the annual meeting; instructions should also be provided on the voting instruction card provided by their broker, bank, or other nominee.

We encourage you to access the meeting prior to the start time. Please allow ample time for online check-in, which will begin at 9:45 a.m. Eastern Time. If you have difficulties during the check-in time or during the annual meeting, we will have technicians ready to assist you with any difficulties you may have accessing the virtual meeting. If you encounter any difficulties accessing the virtual meeting during the check-in or course of the annual meeting, please call (855) 449-0991.

What is the difference between holding shares as a stockholder of record and as a beneficial owner?

Most of our stockholders hold their shares in an account at a brokerage firm, bank or other nominee holder, rather than holding share certificates in their own name. As summarized below, there are some distinctions between shares held of record and those owned beneficially.

Stockholder of Record

If, on the record date of the annual meeting, your shares were registered directly in your name with our transfer agent, Continental Stock Transfer & Trust Company, you are a “stockholder of record” who may vote at the annual meeting, and we sent the annual meeting materials directly to you. As the stockholder of record, you have the right to direct the voting of your shares by returning the proxy card to us or to vote at the annual meeting. Whether or not you plan to attend the annual meeting, please complete, date and sign the previously mailed proxy card to ensure that your vote is counted.

Beneficial Owner

If, on the record date, your shares were held in an account at a brokerage firm or at a bank or other nominee holder, you are considered the beneficial owner of shares held “in street name,” and the annual meeting materials have been forwarded to you by your broker or nominee who is considered the stockholder of record for purposes of voting at the annual meeting. As the beneficial owner, you have the right to direct your broker on how to vote your shares and to attend the annual meeting. However, since you are not the stockholder of record, you may not vote these shares at the annual meeting unless you receive a valid proxy from your brokerage firm, bank or other nominee holder. To obtain a valid proxy, you must make a special request of your brokerage firm, bank or other nominee holder. If you do not make this request, you can still vote by using the voting instruction card sent by your broker; however, you will not be able to vote at the annual meeting.

If I am a stockholder of record of voting stock, how do I vote?

(1)       Via the internet before the annual meeting. You may vote by proxy via the internet by following the instructions provided on the proxy card included among the formal notice materials previously mailed to you.

(2)       By mail before the annual meeting. All stockholders of record of our voting stock received a proxy card among the formal notice materials previously mailed to you. As such, you may vote by proxy by filling out the proxy card and sending it back in the envelope provided.

(3)       Via telephone before the annual meeting. All stockholders of record may vote by telephone before the meeting by calling 1-800-690-6903. Use any touch-tone telephone to transmit your voting instructions. Vote by 11:59 P.M. ET on 04/01/2020. Have your proxy card in hand when you call and then follow the instructions.

(4)       Virtually, at the annual meeting. You may vote at the annual meeting. To vote at the meeting, you will need to log-on to the virtual annual meeting utilizing your control number included among your formal notice material. Once logged into the meeting, you will be able to vote utilizing an electronic ballot.

If I am a beneficial owner of shares of our voting stock held in street name, how do I vote?

(1)       Via the internet before the annual meeting. You may vote by proxy via the internet by following the instructions provided by your brokerage firm, bank, broker-dealer or other similar organization that holds your shares.

(2)       By mail before the annual meeting. You may vote by mail. If you request printed copies of the proxy materials by mail, you may vote by proxy by filling out the vote instruction form and sending it back in the envelope provided by your brokerage firm, bank, broker-dealer or other similar organization that holds your shares.

(3)       Via telephone before the annual meeting. You may be able to vote by proxy via the telephone by following the instructions provided by your brokerage firm, bank, broker-dealer or other similar organization that holds your shares, if available.

(4)       Virtually, at the annual meeting (if you have not previously voted). You may vote at the annual meeting. To vote at the meeting, you will need to log-on to the virtual annual meeting utilizing your control number included among your formal notice material. Once logged into the meeting, you will be able to vote utilizing an electronic ballot. Importantly, please note that as a beneficial owner of shares, if you vote prior to the annual meeting, you will not be able to vote at the meeting.

About Evercel: New York City based Evercel is a publicly traded holding company that oversees and manages subsidiary companies.  Due to Evercel’s limited number of shareholders and its decision at present not to register with the SEC, Evercel is not obligated to report business or financial information. Evercel chooses to voluntarily report information periodically.

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