/C O R R E C T I O N -- Trek Resources, Inc./
January 12 2005 - 6:09PM
PR Newswire (US)
/C O R R E C T I O N -- Trek Resources, Inc./ In the news release,
Trek Resources, Inc. (OTC Bulletin Board: TREK) Board of Directors
Approves Reverse Stock Split as Part of Going Private Transaction,
issued Monday, Jan. 10, by Trek Resources, Inc. over PR Newswire,
we are advised by the company that the third paragraph, second
sentence, should read "As a result, holders of fewer than 100
shares of pre-split common stock at the time of the reverse stock
split will not remain Trek stockholders after the reverse stock
split" rather than "will remain Trek stockholders after the reverse
stock split" as originally issued inadvertently. Complete,
corrected release follows: DALLAS, Jan. 10 /PRNewswire-FirstCall/
-- Trek Resources, Inc. (OTC:TREK) (BULLETIN BOARD: TREK) (the
"Company") announced today that its Board of Directors unanimously
approved a 1-for-100 reverse stock split as part of a going private
transaction. The reverse stock split has been structured to reduce
the number of the Company's stockholders such that the Company will
qualify to terminate its registration as a Securities and Exchange
Commission ("SEC") reporting company. The reverse stock split is
subject to the approval of the Company's stockholders and certain
other conditions. There can be no assurance that the reverse stock
split will be consummated. While stockholder approval is necessary,
it is anticipated that shares controlled directly or indirectly by
Michael E. Montgomery, the Company's Chairman, Chief Executive
Officer and President, and his mother, Faye C. Briggs, will be
voted, by written consent in lieu of a stockholder meeting, in
favor of the reverse stock split. Mr. Montgomery and his mother
currently own approximately 59% of the Company's outstanding common
stock and 100% of the Company's outstanding Series A convertible
preferred stock. The reverse stock split must be approved by (1)
the holders of the Company's common stock as a separate class and
(2) the holders of the Company's common stock and Series A
convertible preferred stock voting together as a single class. As
proposed, the Company's common stockholders will receive cash in
the amount of $2.50 per pre-split share in lieu of any fractional
shares of post- split common stock as a result of the reverse stock
split. As a result, holders of fewer than 100 shares of pre-split
common stock at the time of the reverse stock split will not remain
Trek stockholders after the reverse stock split. Holders of more
than 100 shares of pre-split common stock will receive one share of
new post-split common stock for each 100 shares of pre-split common
stock, plus cash in lieu of any fractional share. The per share
price represents a 14% premium over the closing price of the
Company's common stock on January 7, 2005. Our board of directors
feel that the $2.50 per pre-split share of common stock to be
received by holders of common stock who will hold fractional shares
immediately following the reverse stock split is fair, from a
financial point of view, to the stockholders. Upon consummation of
the reverse stock split, the Company intends to terminate the
registration of its common stock under the Securities Exchange Act
of 1934, as amended. The Company will then cease filing reports
with the SEC and the Company's common stock will no longer trade on
the OTC Bulletin Board. Mr. Montgomery stated, "It is the opinion
of Trek's Board of Directors that going private via a reverse stock
split is in the best interests of the Company and its stockholders.
Trek's common stock is not very liquid in the public market and
stockholders do not receive any appreciable benefit from Trek being
a public reporting company. In today's business and regulatory
environment, the costs and burdens of being a public company far
outweigh the benefits for a company the size of Trek." The Company
will mail to the Company's stockholders an Information Statement
that will contain important information regarding the reverse stock
split. Stockholders of the Company are advised to read the
materials in their entirety because they will contain important
information. Copies of the Information Statement materials, and
certain other documents filed by the Company with the SEC relating
to the reverse stock split, will be available without charge at the
SEC's website at http://www.sec.gov/ or from the Company after they
are mailed to stockholders. Upon SEC approval, the Company will
mail a copy of the Information Statement to all stockholders of
record. Trek is a Dallas-based domestic oil and gas acquisition and
production company with oil and gas assets principally in Texas and
Oklahoma. More information about the Company may be found at the
Company's web site, http://www.trekresources.com/ or by contacting
Mr. Michael Montgomery at Trek's headquarters, 4925 Greenville
Avenue, Suite 955, Dallas, Texas 75206, telephone number (214)
373-0318, or in the Company's filings with the Securities and
Exchange Commission, which may be obtained at the Commission's web
site at http://www.sec.gov/ . The announcement of the proposed
reverse stock split described above is not a solicitation of a
proxy. The reverse stock split is subject to the approval of the
Company's stockholders. The Company anticipates that shares
controlled directly or indirectly by Trek's directors, executive
officers and their affiliates will be voted, by written consent in
lieu of a stockholder meeting, in favor of the reverse stock split.
The reverse stock split is also subject to, among other things, the
receipt of all necessary regulatory approvals. The Company notes
that statements contained in this news release that are not based
on historical facts are forward-looking statements and, as such,
are subject to uncertainties and risks that could cause actual
results to differ materially from those projected or implied by
such statements. These risks, contingencies and uncertainties, many
of which are beyond the Company's control, include those risk
factors that are set forth in the Company's Annual Report on Form
10-K for the year ended September 30, 2004 and the Company's
Reports on Form 8-K, on file with the U.S. Securities and Exchange
Commission. DATASOURCE: Trek Resources, Inc. CONTACT: Michael E.
Montgomery of Trek Resources, Inc., +1-214-373-0318 Web site:
http://www.sec.gov/ Web site: http://www.trekresources.com/
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