Pinnacle Gas Resources to be Acquired By Investor Group

Updated by Staff

SHERIDANPinnacle Gas Resources, Inc. (Nasdaq: PINN) announced that it has entered into an agreement in which an investor group will acquire the energy company in an all cash transaction for $0.34 per share of common stock, representing a premium of approximately 28% to Pinnacle’s closing share price of $0.265 on 2/23/2010.  The investor group is led by Scotia Waterous (USA) Inc. and includes members of Pinnacle’s management team.  Once the deal is completed, Pinnacle’s comon stock will no longer be publicly owned or publicly traded.

The transaction is subject to the approval of Pinnacle’s shareholders (including the approval of a majority of the shareholders of Pinnacle who are unaffiliated with DLJ Merchant Banking Partners III, L.P. or the Company’s Chief Executive Officer or Chief Financial Officer), customary closing conditions and, unless waived by the investor group, certain acceptable amendments to its credit facility.   The merger is expected to close during the second quarter of 2010.

Advising on the transaction for Pinnacle is FBR Capital Markets & Company, with Scotia Waterous acting as financial advisor to the investor group.

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