Added Capital Corp.

December 07, 2006 11:26 ET

Added Capital Corp.: Press Release

CALGARY, ALBERTA--(CCNMatthews - Dec. 7, 2006) - Added Capital Corp. (the "Corporation"), a capital pool company, announces that its common shares will commence trading on the TSX Venture Exchange (the "Exchange") under the symbol ACI at such time as it retains a sponsor for the Qualifying Transaction referred to below and a Sponsorship Acknowledgment Form is filed with the Exchange.

The Corporation closed its initial public offering of 1,000,000 common shares ("Common Shares") at a price of $0.20 per share for gross proceeds of $200,000. Blackmont Capital Inc. acted as agent in connection with the offering and received a cash commission of 10% of the gross proceeds of the offering and was granted an option to purchase up to 100,000 Common Shares at a price of $0.20 per share for a period of 24 months from the date of listing of the Common Shares on the Exchange.

The Corporation intends to use the net proceeds of the offering to identify and evaluate assets or businesses for acquisition with a view to completing a Qualifying Transaction as defined in Policy 2.4 of the Exchange.

The Corporation also announces that it has entered into a letter of intent (the "Letter of Intent") dated December 6, 2006 with Packard Gas Company ("Packard"), an oil and gas company based on California, U.S.A. Packard, which was incorporated on June 26, 1992 under the laws of the State of Texas, is a wholly-owned subsidiary of Capco Energy, Inc., a publicly traded company on NASDAQ/OTCBB. Pursuant to the Letter of Intent, the Corporation will purchase interests in the oil and gas properties (the "Assets") referred to below, in consideration for which the Corporation will issue 4,000,000 common shares at a deemed price of $0.25 per share. A finder's fee will be paid to an independent third party in cash in the amount of $7,500 and by 150,000 Common Shares at a deemed price of $0.25 per share. The Corporation intends to complete a private placement, to close concurrently with the closing of the Qualifying Transaction, details of which will be announced in a further press release.

The acquisition of the Assets will be an arm's length transaction and is proposed to be the Qualifying Transaction of the Corporation.

The Assets, known as the Bandwheel Unit and Slick Unit Dutcher Sands Unit, are located in Oklahoma, USA. An independent engineering report, dated November 14, 2006, having an effective date of December 31, 2005, relating to the Assets has been prepared by James D. Enterprises Ltd. The engineering report states that the Assets have net proved reserves of 32.8 Mbbl and net probable reserves of 21.6 Mbbl. The Net Present Value of Future Net Revenue of the proved reserves, with a 15% discount rate, is US$591,000 and the Net Present Value of Future Net Revenue of the probable reserves, with a 15% discount rate, is US$302,000, for a total of US$894,000 for the proved plus probable reserves. This value is based on constant pricing assumptions with an oil price of US$59.45/bbl and US$58.70/bbl for the Bandwheel Unit and Slick Unit, respectively. The Net Present Value does not necessarily represent the fair market value of the estimated reserves. It is a condition in the Letter of Intent that Packard will provide to the Corporation, within 60 days of the execution of a formal agreement to be entered into between the parties, audited financial statements relating to the Assets. Details of the audited financial statements will be announced in a further press release.

The Letter of Intent also provides that Christopher H. Hopkins, Thomas G. Milne, and Karim S. Hirji, all of Calgary, Alberta, will sell all of their 1,000,000 escrowed shares to nominees of Packard for an aggregate purchase price of $150,000. The nominees who purchase the escrowed shares, which shares will remain in escrow, will be Principals of the Corporation as defined in Exchange Policies. Information relating to these nominees will be provided in a further press release. In addition, the Letter of Intent provides that: (a) an additional 400,000 stock options will be granted to officers, directors, employees, and consultants at an exercise price of $0.25 per share; and (b) a new Board of Directors will be elected or appointed and consist of nominees of Packard.

The following persons will be officers and directors of the Corporation upon completion of the transactions: Imran Jattala, President, Chief Executive Officer, and Director; Thomas R. Wilcock, Director; Quinten Beasley, Director; and Ricardo Hsu, Chief Financial Officer.

Imran Jattala, President, Chief Executive Officer, and Director:

Imran Jattala of Cucamonga, California, joined the oil and gas industry in 1991 and has served in various senior management positions. He is currently the President of Packard, which is a wholly-owned subsidiary of Capco Energy, Inc., a publicly traded company on NASDAQ/OTCBB. He is also Vice-President of Capco Energy, Inc. From 1991 to 1998, Mr. Jattala served in various capacities including Controller, Administration Manager, Chief Financial Officer, and Executive Vice-President of Saba Petroleum Company, a public company listed on AMEX. Mr. Jattala has a bachelor degree in social economics from University of Punjab, and supplementary education in oil and gas accounting from the Professional Development Institute at University of North Texas.

Thomas R. Wilcock, Director:

Mr. Wilcock of Calgary, Alberta, has been a petroleum geologist since 1967, focusing on prospect generation and asset evaluation. He is currently the Operations Manager of Pyramid Petroleum Inc., a public company listed on the TSX Venture Exchange. Prior thereto, Mr. Wilcock was Vice-President, Exploration for Chirripo Resources, a public company listed on the TSX Venture Exchange from 2003 to 2006. Mr. Wilcock was also a director of Chirripo Resources Inc. from 1997 to 2004. He obtained his degree of B.Sc. in Geology from University of Calgary, Alberta, in 1967.

Quinten Beasley, Director

Quinten Beasley of Edmonton, Alberta, has over 10 years experience in the commercial and residential design industry. In 2001, Mr. Beasley founded and currently operates Autumn Sky Inc., a private Alberta company engaged in property re-development. From April, 1999 to March, 2002, he was the in-house designer for Black Forest Wood Company, a private company in Calgary, Alberta, engaged in specialty lumber and custom manufacturing. From February to September 2004, Quinten was a department supervisor for the Conran Shop in London, England. He is the holder of a Diploma in Business Studies and Applied Arts- Interior Design from Mount Royal College, Calgary, Alberta.

Ricardo Hsu, Chief Financial Officer

Mr. Hsu of Chimo Hills, California, has seven years experience in the finance and marketing field. Since February, 2002, he has been the Marketing Consultant for Capco Energy, Inc., a publicly traded company on NASDQ/OTCBB. Prior to joining Capco Energy, Inc., Mr. Hsu served as Chief Financial Officer of Zelcom Industries, a technology company, from October, 1999 to February, 2003. Mr. Hsu obtained a Masters degree in Business Administration from Woodbury University, Burbank, California in 1999. He obtained a B.Sc. Business from Chapman University, Orange, California in 1996.

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the transaction cannot be closed until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular, or filing statement, to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.


The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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