Pacific Ethanol, Inc. Completes Share Exchange With Accessity Corp.
25 March 2005 - 12:34AM
PR Newswire (US)
Pacific Ethanol, Inc. Completes Share Exchange With Accessity Corp.
Accessity Corp. Completes Delaware Reincorporation, Is Re-Named
Pacific Ethanol, Inc. and Begins Trading on The Nasdaq SmallCap
Market Under the Symbol "PEIX" FRESNO, Calif., March 24
/PRNewswire-FirstCall/ -- Pacific Ethanol, Inc. (NASDAQ:PEIX),
founded by former California Secretary of State Bill Jones,
announced today the completion of a share exchange transaction
among Accessity Corp., Pacific Ethanol, Inc., Kinergy Marketing,
LLC, and ReEnergy, LLC. Immediately prior to the closing of the
share exchange, Accessity Corp. reincorporated in the State of
Delaware, and changed its name to Pacific Ethanol, Inc. Upon the
closing, the Company listed its shares with The Nasdaq SmallCap
Market and will begin trading under the symbol "PEIX" today.
Accessity's common stock was previously traded on The Nasdaq
SmallCap Market under the symbol "ACTY." (Logo:
http://www.newscom.com/cgi-bin/prnh/20050324/SFTH034 ) Neil
Koehler, President and Chief Executive Officer, stated, "Our
mission is to lead the West Coast in the production and marketing
of renewable fuels. Completing the share exchange is a significant
milestone in furthering the future prospects of our company. It
provides us with expanded access to the capital markets and
improves our ability to execute on our plans for growth." The
Company issued a total of 25,219,866 shares of common stock in the
share exchange. Included in that amount were 7,000,000 shares which
were issued immediately preceding the share exchange by Pacific
Ethanol, Inc., a California corporation (now the Company's
wholly-owned subsidiary), in connection with the completion of a
private financing of common stock with investors at a price of
$3.00 per share that yielded gross proceeds of $21,000,000.
Following the completion of the share exchange, the Company has a
total of 27,559,280 shares issued and outstanding. The Company
intends to use these funds to construct a 35 million gallon per
year ethanol production facility in Madera, California. Ryan
Turner, the Company's Chief Operating Officer, said, "We expect to
break ground on this facility in the second quarter of this year
and begin commercial ethanol production in the third quarter of
2006. We expect that this plant will supply approximately 5% of the
estimated one billion-gallon California fuel ethanol market. We
also intend to focus on organic growth of our existing ethanol
marketing business conducted by Kinergy Marketing and on potential
acquisition opportunities." Kinergy Marketing generated over $80
million in revenues in 2004 and has been profitable since its
founding in 2000. SC Fuels, a major shareholder of the Company
based in Orange, California, is the oldest and largest petroleum
distributor on the West Coast, and is also one of Kinergy
Marketing's largest customers. Frank Greinke, Chief Executive
Officer of SC Fuels, stated, "We are excited to be a part of this
new economic development opportunity for our state. Ethanol
delivers environmental improvements and represents an opportunity
for the oil industry to lower the cost of gasoline by adding
ethanol." In connection with the sale of shares of common stock,
investors were granted two-year warrants to purchase up to
1,400,000 shares of common stock at an exercise price of $3.00 per
share and two-year warrants to purchase up to 700,000 shares of
common stock at an exercise price of $5.00 per share and the
placement agents and finders were granted five-year warrants to
purchase up to 700,000 shares of common stock at an exercise price
of $3.00 per share. The shares of common stock and warrants issued
in the financing have not been registered under the Securities Act,
or any state securities laws, and were made in a private
transaction under Regulation D. The shares of common stock,
including the shares of common stock underlying the warrants, may
not be reoffered or resold in the United States unless the reoffer
or sale is registered or unless exemptions from the registration
requirements of the Securities Act and applicable state laws are
available. The Company has agreed to file a registration statement
with the Securities and Exchange Commission covering the resale by
the investors of the privately placed common stock, including the
common stock issuable upon exercise of the investor and placement
agent and finder warrants, which registration statement may not be
declared effective by the Securities and Exchange Commission prior
to 180 days after the date of the closing of the share exchange.
About Pacific Ethanol, Inc. Established in 2003, Pacific Ethanol,
Inc. is planning to construct a large-scale ethanol production
facility in Madera, California. Kinergy Marketing, a wholly-owned
subsidiary of the Company, is the largest West Coast-based marketer
of renewable fuels. The Company's near term strategy is capturing
the California production opportunity using established grain
ethanol technology. The next phase for the Company will be
commercial development of advanced technology opportunities such as
cellulose-based ethanol production. Safe Harbor Statement Under the
Private Securities Litigation Reform Act of 1995 With the exception
of historical information, the matters discussed in this press
release are forward-looking statements that involve a number of
risks and uncertainties. The actual future results of Pacific
Ethanol could differ from those statements. Factors that could
cause or contribute to such differences include, but are not
limited to, the ability of Pacific Ethanol to obtain all necessary
funding to complete construction of the planned ethanol plant at
its Madera County site and assuming all such funding is obtained,
the ability to Pacific Ethanol to successfully complete
construction of the plant, the ability of Pacific Ethanol to
successfully capitalize on its internal growth initiatives, and
those factors contained in the "Risk Factors" section of Pacific
Ethanol's Proxy Statement dated December 10, 2004.
http://www.newscom.com/cgi-bin/prnh/20050324/SFTH034
http://photoarchive.ap.org/ DATASOURCE: Pacific Ethanol, Inc.
CONTACT: Neil Koehler of Pacific Ethanol, Inc., +1-530-750-3017, or
John Liviakis of Liviakis Financial Communications, +1-415-389-4670
Web site: http://www.pacificethanol.net/
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