Contact Information: For More Information Contact: Thomas Rozycki CJP Communications for Platinum Energy Resources, Inc. Public & Investor Relations 212-279-3115 x208 tom@cjpcom.com
Platinum Energy Resources, Inc. Completes Acquisition of Tandem Energy Corporation
| Source: Platinum Energy Resources, Inc.
NEW YORK, NY--(Marketwire - October 26, 2007) - Platinum Energy Resources, Inc. ("Platinum
Energy") (OTCBB : PGRIU ) (OTCBB : PGRI ) (OTCBB : PGRIW ) announced today that
its stockholders approved its acquisition of the assets of Tandem Energy
Corporation at the Special Meeting of Stockholders held on October 26,
2007. Following the Special Meeting of Stockholders, the Company completed
the acquisition of the assets of Tandem Energy Corporation.
In connection with the closing, the Company welcomed Tim G. Culp (formerly
President and CEO of Tandem Energy Corporation) as Platinum's Chairman of
the Board, replacing Mark Nordlicht. Mr. Culp was also elected to the
board of directors to fill the vacancy created by Mr. Nordlicht's
resignation from the board. Mr. Barry Kostiner, Platinum Energy's CEO,
will continue in his executive position and as a director. "Mark played a
key role in the Company's completion of this first acquisition. We
appreciate his service to the Company and wish him all the best," said Mr.
Kostiner.
As previously announced, the Company intends to commence shortly a share
repurchase program pursuant to which Platinum intends to repurchase, from
time to time (in accordance with the terms of applicable federal and state
securities laws and regulations, including Rule 10b-18 of the Securities
Exchange Act of 1934, as amended) in the open market, shares of common
stock in an amount not to exceed $80 million (less any amounts used to pay
stockholders who voted against the acquisition proposal and exercised their
rights of conversion), exclusive of fees, commissions and any other related
expenses.
The Company is working with its transfer agent on the procedure for
converting the shares of those stockholders who have voted against the
acquisition proposal and elected to convert their shares into their pro
rata portion of the trust account.
Platinum Energy's stockholders also approved the other two proposals
presented at the meeting: (1) the amendment and restatement of the
Company's certificate of incorporation to delete those sections that no
longer apply as a result of the consummation of the acquisition; and (2)
the adoption of the Platinum Energy Resources, Inc. 2006 Long-Term
Incentive Plan.
About Platinum Energy
Platinum Energy, based in Montvale, New Jersey, is a special purpose
acquisition corporation that completed its first acquisition of and
operating businesses in the oil and gas exploration and production industry
on October 26, 2007. Platinum Energy will seek to build a portfolio of
assets using multiple acquisitions subsequent to its first. Platinum
Energy's strategy calls for the use of hedge financing to maximize profit
and reduce risk resulting from volatile energy markets.
Platinum Energy was incorporated in April 2005 to acquire an operating
business in the energy industry. Platinum Energy completed its initial
public offering on October 24, 2005, receiving net proceeds of
approximately $106 million through the sale of 14.4 million units of its
securities at $8.00 per unit. Each unit is comprised of one share of
Platinum Energy common stock and one redeemable and convertible common
stock purchase warrant with an exercise price of $6.00. On October 17,
2007, Platinum Energy filed a definitive proxy statement, proposing the
acquisition of Tandem Energy Corporation, which was voted on, and approved,
by shareholders at a special meeting of stockholders on October 26, 2007.
Platinum Energy held over $112 million in a trust account maintained by an
independent trustee, which was released to Platinum upon the consummation
of the acquisition.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning
of the safe harbor provisions of the Private Securities Litigation Reform
Act of 1995. In some cases, forward-looking statements can be identified by
words such as "believe," "expect," "anticipate," "plan," "potential,"
"continue," "intend" or similar expressions. Forward-looking statements
also include the assumptions underlying or relating to any of the foregoing
statements. Such forward-looking statements are based upon current
expectations and beliefs and are subject to a number of factors and
uncertainties that could cause actual results to differ materially from
those described in the forward-looking statements. The forward-looking
statements contained in this press release may include statements about
future financial and operating results. These statements are not guarantees
of future performance, involve certain risks, uncertainties and assumptions
that are difficult to predict, and are based upon assumptions as to future
events that may not prove accurate. Therefore, actual outcomes and results
may differ materially from what is expressed herein. In any
forward-looking statement in which Platinum Energy expresses an expectation
or belief as to future results, such expectation or belief is expressed in
good faith and believed to have a reasonable basis, but there can be no
assurance that the statement or expectation or belief will result or be
achieved or accomplished. All forward-looking statements included in this
press release are based on information available to Platinum Energy on the
date hereof. The following factors, among others, could cause actual
results to differ from those set forth in the forward-looking statements:
business conditions in the U.S. and abroad; changing interpretations of
generally accepted accounting principles; outcomes of government reviews;
inquiries and investigations and related litigation; continued compliance
with government regulations; legislation or regulatory environments,
requirements or changes adversely affecting the businesses in which Tandem
Energy Corporation is engaged; fluctuations in oil and gas prices and in
customer demand; management of rapid growth; intensity of competition;
general economic conditions; as well as other relevant risks detailed in
Platinum Energy's filings with the Securities and Exchange Commission.
Neither Platinum Energy nor Tandem Energy Corporation assumes any
obligation to update the information contained in this press release.