Peerless Mfg. Co. Completes Acquisition of Nitram Energy, Inc.

DALLAS, May 1 /PRNewswire-FirstCall/ -- Peerless Mfg. Co. NASDAQ: PMFG today announced that it has completed its previously announced acquisition of privately owned Nitram Energy, Inc. for $65 million in cash. The acquisition is expected to be accretive to earnings in the fiscal year beginning July 1, 2008.

Nitram, headquartered in Orchard Park, New York, is the parent company of Burgess-Manning, Inc., Bos-Hatten, Inc., and Alco Products. Burgess-Manning manufactures custom-designed gas/liquid and gas/solid separators, pulsation dampeners and silencers. Bos-Hatten manufactures custom-designed shell and tube heat exchangers. Alco Products manufactures custom-designed hairpin- style specialty heat exchangers. These businesses principally serve the oil/natural gas, chemical/petrochemical and power generation industries. Nitram owns manufacturing facilities in Wichita Falls and Cisco, Texas.

Concurrent with closing the transaction, Peerless replaced its existing credit facility with a $60 million senior secured credit facility consisting of a $40 million secured term loan and a $20 million secured revolving credit agreement. Additionally, concurrent with closing the transaction, Peerless issued $20 million of subordinated term debt.

The securities described above have not been and will not be registered under the Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of these securities.

About Peerless Mfg. Co.

Peerless Mfg. Co. is engaged in the business of designing, engineering, manufacturing and selling highly specialized products used for the abatement of air pollution and products for the separation and filtration of contaminants from gases and liquids. The Company, headquartered in Dallas, Texas, markets its products worldwide.

Safe Harbor Under The Private Securities Litigation Reform Act of 1995

Certain statements contained in this press release that are not historical facts are forward-looking statements that involve a number of known and unknown risks, uncertainties and other factors that could cause the actual results to be materially different from those expressed or implied by such forward-looking statements. The words "anticipate," "preliminary," "expect," "believe," "intend," "plan," "will" and similar expressions identify forward- looking statements. The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for these forward-looking statements. In order to comply with the terms of the safe harbor, Peerless notes that a variety of factors could cause actual results to differ materially from the anticipated results expressed in such forward-looking statements. These factors include, but are not limited to, (1) risks that the acquisition disrupts the current plans and operations of Peerless, Nitram or both and the potential difficulties in employee retention as a result of the acquisition; and (2) the risk that Peerless will not realize the expected benefits from the acquisition, including the anticipated accretion to earnings described in this press release. Other important information regarding factors that may affect Peerless' future performance is included in Peerless' Annual Report on Form 10-K for the fiscal year ended June 30, 2007 and other public reports that Peerless files with the Securities and Exchange Commission. Peerless undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances occurring after the date of this release, or to reflect the occurrence of other events. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The inclusion of any statement in this release does not constitute an admission by Peerless or any other person that the events or circumstances described in such statement are material.

     For Further Information Contact:
     Mr. Peter J. Burlage, Chief Executive Officer
     Mr. Henry G. Schopfer, Chief Financial Officer
     Peerless Mfg. Co.
     14651 North Dallas Parkway
     Suite 500
     Dallas, Texas 75254
     Phone:  (214) 353-5545
     Fax:    (214) 351-4172
     http://www.peerlessmfg.com

     or

     Kevin McGrath
     Cameron Associates
     (212) 245-4577
     Kevin@cameronassoc.com