Sino Gas International Holdings, Inc. Completes $18.8 Million Private Placement Financing
September 14 2007 - 8:00AM
PR Newswire (US)
BEIJING, Sept. 14 /Xinhua-PRNewswire-FirstCall/ -- Sino Gas
International Holdings, Inc. (OTC:SGAS) (BULLETIN BOARD: SGAS)
('Sino Gas', the 'Company') and its subsidiary Beijing Zhong Ran
Wei Ye Gas Co., Ltd. ('Beijing Gas') today announced that it closed
a private placement of the Company's common stock with
institutional investors on September 13, 2007 resulting in $18.8
million in gross proceeds. Roth Capital Partners, LLC acted as the
placement agent for the transaction. Pursuant to a Securities
Purchase Agreement, approximately 8.34 million shares of the
Company's common stock were sold in a private sale at $2.25 per
share. In addition, the investors are entitled to receive an
aggregate of 1.5 million additional shares of the Company's common
stock if the Company's after-tax net income for the fiscal year
ending December 31, 2008 is less than $11,000,000; those shares
will be newly issued from treasury at closing and will be placed in
escrow until the end of 2008. The shares and warrants are not
registered under the Securities Act, or any state securities laws,
and were sold and issued in a private placement transaction under
Regulation D. Unless the shares and warrants are registered, they
may not be offered or sold in the United States except pursuant to
an exemption from the registration requirements of the Securities
Act and applicable state laws. Sino Gas has agreed to register the
shares, including the shares issuable upon exercise of the
warrants, for resale on a registration statement to be filed on
with the U.S. Securities and Exchange Commission at a later date.
Additional information about the private placement financing is set
forth in the Company's Current Report on Form 8-K filed with the
Securities and Exchange Commission. About Sino Gas International
Holdings The Company, through its indirectly wholly-owned
subsidiary, Beijing Zhong Ran Wei Ye Gas Co., Ltd. ('Beijing Gas')
and the subsidiaries of Beijing Gas, is a leading developer of
natural gas distribution systems in small- and medium-sized cities
in China, as well as a distributor of natural gas to residential,
commercial and industrial customers in China. The Company owns and
operates 25 natural gas distribution systems serving approximately
75,000 residential and six commercial and industrial customers.
Facilities include over 700 kilometers of pipeline and delivery
networks with a daily capacity of approximately 70,000 cubic meters
of natural gas. The Company is currently constructing four
additional natural gas distribution systems, and two other
distribution systems are in the planning stages. Beijing Gas owns
and operates natural gas distribution systems primarily in Hebei,
Jiangsu, Anhui and Shandong Provinces. For further information,
visit the Company's website at http://www.sino-gas.com/ . Safe
Harbor Statement This announcement contains 'forward-looking
statements' within the meaning of the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. All statements
other than statements of historical fact in this announcement are
forward-looking statements, including but not limited to statements
relating to the Company's ability to raise additional capital to
finance the Company's activities; the effectiveness, profitability,
and marketability of its products; legal and regulatory risks
associated with the Company's financing or corporate structure; the
future trading of the common stock of the Company; the ability of
the Company to operate as a public company; the period of time for
which its current liquidity will enable the Company to fund its
operations; general economic and business conditions; the
volatility of the Company's operating results and financial
condition; and other risks detailed in the company's filings with
the Securities and Exchange Commission. These forward-looking
statements involve known and unknown risks and uncertainties and
are based on current expectations, assumptions, estimates and
projections about the Company and the natural gas industry in
China. Although the Company believes that the expectations
expressed in these forward-looking statements are reasonable, it
cannot assure you that its expectations will turn out to be
correct, and investors are cautioned that actual results may differ
materially from the anticipated results. All information in this
release is as of September 14, 2007. The Company undertakes no duty
to update any forward-looking statements to conform the release to
actual results or changes in its circumstances or expectations
after the date of this release. For more information, please
contact: Sino Gas International Holdings, Inc. Ms. Fang Chen, Chief
Financial Officer Tel: +86-10-8260-0527 Email: CCG Elite Investor
Relations Crocker Coulson, President Tel: +1-646-213-1915/1914 (New
York) Email: DATASOURCE: Sino Gas International Holdings, Inc.
CONTACT: Ms. Fang Chen, Chief Financial Officer of Sino Gas
International Holdings, Inc., +86-10-8260-0527, or ; or Crocker
Coulson, President of CCG Elite Investor Relations, +1-646-213-
1915/1914 (New York), or , for Sino Gas Web Site:
http://www.sino-gas.com/
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