Probex Executes Term Sheet for Technology and Market Risk Facility With a Swiss Re Affiliate for Wellsville Project

    DALLAS--April 29, 2002--Probex Corp. (AMEX:PRB), an energy technology company, today announced that it has entered into an agreement with Swiss Re Financial Products Corporation (SRFP), an affiliate of Swiss Reinsurance Company, to provide a technology and market risk facility (Risk Facility) for its planned Wellsville project.
    The Risk Facility is designed to protect the senior lenders from certain deficiencies attributable to the technology process or from adverse market conditions.
    Probex Chairman, President and Chief Executive Officer, Charles M. Rampacek, noted that: "We have achieved a second significant milestone with the execution of the term sheet for the Risk Facility with SRFP. Together with the recently executed engineering, procurement and construction (EPC) agreement reported previously, the Risk Facility provides the needed linchpin for our project financing efforts to go forward."
    "We expect that R.W. Beck will release in early May its final engineering report, which validates Probex's technology, market opportunity and operating and profitability assumptions. We also expect that our financial advisor, Credit Suisse First Boston, which has closely worked with SRFP in the negotiation of the key features of the Risk Facility, will launch the formal project financing process in the near future. While we cannot guarantee any specific timeframe, or that the necessary interim and project financing will be available to us in a timely manner or on terms acceptable to us, we are very encouraged," Rampacek said.
    Loredana Mazzoleni, Associate Director in Swiss Re's Structured Finance unit, noted that: "Swiss Re is pleased to work on this innovative structure with Probex, as Probex undertakes raising financing for the commercialization of its new re-processing technology."

    About Swiss Re

    Swiss Re is one of the world's leading reinsurers with over 70 offices in more than 30 countries. Gross premiums in 2001 amounted to CHF 28.5 billion (USD 16.9 billion). Swiss Re has a strong track record of earnings growth only interrupted in 2001 with a net loss of CHF 165 million (USD 97.8 million), largely due to the September 11, 2001 event. At the end of 2001, Swiss Re's shareholders' equity amounted to CHF 22.6 billion (USD 13.6 billion) and the total balance sheet stood at CHF 170 billion (USD 102.4 billion). Swiss Re is rated "AAA" by Standard & Poor's, "Aaa" by Moody's and "A++" by A.M. Best. For more information about Swiss Re, visit the company's web site at: www.swissre.com.

    About Probex

    Probex is a Dallas-based energy technology company that specializes in the production of high quality lubricating base oils and associated products from collected spent lubricating oils. The Company's patented, environmentally beneficial ProTerra(R) technology has demonstrated unparalleled advantages in the highly economic creation of premium quality base oils capable of meeting new motor oil standards without creation of waste by-products. The goal of Probex is to become a world leader in the production of premium quality lubricating base oils and associated products from collected spent lubricants through timely commercialization of its ProTerra technology. For more information about Probex, visit the company's web site at: www.probex.com.

    This press release does not constitute an offer to sell or solicitation of an offer to purchase our securities. Any offer of securities made by us or any other person on our behalf may be made only pursuant to materials and other offering documents prepared by us and delivered to qualified purchasers expressly for use in connection with such placements, and any such offer shall be made in compliance with, or pursuant to an exemption from, Section 5 of the Securities Act of 1933. The securities offered by the Company will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an exemption from registration requirements.

    Certain statements contained herein may be considered "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These statements are based upon the belief of the Company's management, as well as assumptions made beyond information currently available to the Company's management, and may be, but not necessarily are, identified by such words as expect, plan, anticipate, target, and goal. Because such "forward-looking statements" are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from the Company's expectations include financial performance; conditions in the lubricating oil industry; the Company's ability to obtain financing for working capital and its anticipated acquisitions and plant development; failure to successfully or timely execute or conclude contracts, agreements and reports; market acceptance of the Company's products and technologies; changes in local, national or global economic conditions, and similar variables. Also refer to the cautionary statements contained in the most recent Forms 10-KSB and 10-QSB which may be obtained under "Investor Relations-SEC Filings" on the Company's web site or by writing or calling the Company at One Galleria Tower, 13355 Noel Rd., Suite 1200, Dallas, TX 75240; 972/788-4772.