PGYC - Letter to shareholders sent
April 29, 2009
To: Shareholders & Stakeholder
Patriot Energy Corp.
Subject: Corporate Update
Dear Shareholders,
We are writing you today to provide you with information on the recently received stock purchase offer as well as the process undertaken to conclude the said transaction and to provide answers to some of the common questions, and concerns we have received.
Stock Purchase Offer
We have received a stock purchase offer from a large multinational corporation. The stock purchase offer is $0.42 per share and a special royalty unit/share, which will pay a quarterly royalty of
$0.02 per share. Under the terms of the stock purchase offer, the name of the acquirer is required to be kept confidential.
The name of the acquirer is not significant since there is no stock swap planned and only a cash purchase offer. The company has requested that their name to be kept confidential to protect their market and current restructure program as well as to protect the company from any contingent issue, which may arise from this transaction.
Naturally, we are also new to this type of all stock purchase offer and we are working with our attorneys, and theirs, on all requirements of the transaction including the tendering of shares and payment thereafter.
The process to concluding a transaction is fairly simple, but the legal and contractual documentations and information circular have been a lot more significant than anticipated and very time consuming.
Having said that, we continue to work with the buyer and are very confident a transaction can be concluded by early summer. However, the first step will be to call a shareholders meeting and mail out an information circular with appropriate proxy in order to formalize the vote. At such time, the company will request shareholders to pull their shares from DTC and tendered to the transfer agent against
payment. The shares not tendered will be automatically pulled from
DTC and a check mailed to the brokerage firm minus a processing fee at which time the company will be removed from trading entirely.
We understand why there are rumors and negative feelings towards our company. We are partly to blame for the negativity since we have not been available to answer calls and or questions from our shareholders and this has been compounded with the fact that we have been strictly prohibited from divulging the name of the acquirer.
In addition, the price of our shares currently trade significantly below the offer, which can be easily explained with the fact that only two months ago our shares were trading at $0.002. Recent corporate activities have dramatically increased the price of our shares which has created a very profitable transaction for those that had purchased below $0.01 and seems to have resulted in profit taking and perhaps
some shorting of the stock. Also a large block of shares, which were
held by a former partner, were sold on the market, which created further pressure on the stock.
The disclosure status of the company is still not cleared by the OTC Pinksheets Market compliance and filings are being reviewed. They have asked for further clarification from the company and we are working towards a resolution, however, the disclosure requirements will not take precedent over the stock purchase offer and related material and since we have limited staff to work on said disclosure and stock purchase offer, we prefer allocating our resources where it will be more beneficial to our shareholders.
We continue to be grateful to all shareholders and it is our utmost intention to provide you with accurate and timely information in order to facilitate your decision making in either accepting and or declining the stock purchase offer. We hope this has provided you with the added information needed.
Again, we will continue to inform you on our situation and progress and we thank you for your support.
Sincerely
PATRIOT ENERGY CORP.
Per: Tony Bisante
President and CEO
