PLATINUM ENERGY SOLUTIONS, INC. Form 10-Q Quarterly Report Filed 2012-08-20

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

___________________________________________________

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended June 30, 2012

Commission File Number: 333-176566

________________

PLATINUM ENERGY SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

________________



Nevada	27-3401355
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

2100 West Loop South, Suite 1601
Houston, Texas	77027
(Address of principal executive offices)	(Zip Code)

713-622-7731

(Registrant’s telephone number, including area code)

________________



Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ¨	Accelerated filer ¨	Non-accelerated filer ¨	Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ¨ No x

As of August 14, 2012, the issuer had 16,347,962 shares of common stock, $0.001 par value, outstanding.

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PLATINUM ENERGY SOLUTIONS, INC.

CONTENTS TO FORM 10-Q



		Page
PART I —	FINANCIAL INFORMATION	5
ITEM 1.	FINANCIAL STATEMENTS (Unaudited)	5
	Condensed Consolidated Balance Sheets - June 30, 2012 and December 31, 2011	5
	Condensed Consolidated Statements of Comprehensive Loss - Three and Six Months ended June 30, 2012 and 2011	5
	Condensed Consolidated Statements of Cash Flows - Six Months ended June 30, 2012 and 2011	5
	Condensed Consolidated Statements of Stockholders' Deficit - June 30, 2012 and December 31, 2011	5
	Notes to Condensed Consolidated Financial Statements	6
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	7
ITEM 4.	CONTROLS AND PROCEDURES	12

PART II —	OTHER INFORMATION	13
ITEM 1.	LEGAL PROCEEDINGS	13
ITEM 2	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	13
ITEM 6.	EXHIBITS	13
SIGNATURES		14
EXHIBIT INDEX		15

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CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (the “Form 10-Q”) contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1993, and Section 21E of the Exchange Act of 1934. All statements, other than statements of historical facts, included in this Form 10-Q that address activities, events or developments that we expect, project, believe or anticipate will or may occur in the future are forward-looking statements. These forward-looking statements are based on management’s current belief, based on currently available information, as to the outcome and timing of future events. Forward-looking statements may include statements that relate to, among other things, our:


•	future financial and operating performance and results;


•	business strategy and budgets;


•	technology;


•	financial strategy;


•	amount, nature and timing of capital expenditures;


•	competition and government regulations;


•	operating costs and other expenses;


•	cash flow and anticipated liquidity;


•	property acquisitions and sales; and


•	plans, forecasts, objectives, expectations and intentions.

All statements, other than statements of historical fact included in this Form 10-Q, regarding our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this Form 10-Q, the words “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on our current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events.

Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from the anticipated future results or financial condition expressed or implied by the forward-looking statements. These risks, uncertainties and other factors include but are not limited to:


•	concentration of our customer base and fulfillment of existing customer contracts;


•	dependence on the spending and drilling activity by the onshore oil and natural gas industry;


•	our ability to maintain pricing;


•	the cyclical nature of the oil and natural gas industry;


•	deterioration of the credit markets;


•	delays in obtaining required permits;


•	our ability to raise additional capital to fund future capital expenditures;


•	increased vulnerability to adverse economic conditions due to indebtedness;


•	competition within the oil and natural gas industry;


•	asset impairment and other charges;


•	the potential for excess capacity in the oil and natural gas industry;

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•	our limited operating history on which investors will evaluate our business and prospects;


•	our identifying, making and integrating acquisitions;


•	our ability to obtain raw materials and specialized equipment;


•	technological developments or enhancements;


•	loss of key executives;


•	management control over stockholder voting;


•	the ability to employ skilled and qualified workers;


•	work stoppages and other labor matters;


•	hazards inherent to the oil and natural gas industry;


•	inadequacy of insurance coverage for certain losses or liabilities;


•	regulations affecting the oil and natural gas industry;


•	federal legislation and state legislative and regulatory initiatives relating to hydraulic fracturing;


•	costs and liabilities associated with environmental, health and safety laws, including any changes in the interpretation or enforcement thereof;


•	future legislative and regulatory developments;


•	changes in trucking regulations; and


•	effects of climate change.

We believe that it is important to communicate our expectations of future performance to our investors. However, events may occur in the future that we are unable to accurately predict, or over which we have no control. We caution you against putting undue reliance on forward-looking statements or projecting any future results based on such statements. When considering our forward-looking statements, you should keep in mind the cautionary statements in this Form 10-Q which provide examples of risks, uncertainties and events that may cause our actual results to differ materially from those contained in any forward-looking statement.

All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section and any other cautionary statements that may accompany such forward-looking statements. Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this Form 10-Q.

You should not place undue reliance on forward-looking statements. Each forward-looking statement speaks only as of the date of the particular statement.

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PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS

	June 30, 2012			December 31, 2011
	(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	11,813,380		$	10,153,313
Available for sale investment securities	—			4,951,361
Accounts receivable, net of allowance for doubtful accounts of $477,019	21,311,169			29,429,194
Inventory	7,260,396			5,272,073
Prepayments and other current assets	16,875,600			7,563,820
Deferred tax asset	191,762			191,762
Total current assets	57,452,307			57,561,523
Property and equipment, net	184,193,154			165,297,477
Other assets	12,935,263			16,176,743
TOTAL ASSETS	$	254,580,724		$	239,035,743

LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES:
Line of credit	$	15,000,000		$	18,958,512
Accounts payable—Trade	29,444,871			10,837,406
Accounts payable—Capital expenditures	27,025,119			8,114,960
Accrued expenses	20,559,210			19,265,030
Deferred revenue	6,000,000			9,627,129
Total Current Liabilities	98,029,200			66,803,037
Long-term debt	168,340,371			167,689,860
Amounts due to affiliates	9,768,714			11,105,056
Deferred revenue	1,000,000			3,500,000
Deferred tax liabilities	1,411,134			1,562,942
TOTAL LIABILITIES	$	278,549,419		$	250,660,895
STOCKHOLDERS’ DEFICIT
Preferred stock Series A, $0.001 par value; authorized 20,000 shares;
20,000 and 20,000 shares issued and outstanding, respectively	$	20		$	20
Preferred stock Series B, $0.001 par value; authorized 13,500 shares;
12,388 and zero shares issued and outstanding, respectively	12			—
Common stock, $0.001 par value; authorized 99,996,000;
16,570,362 and 15,535,229 shares issued and outstanding, respectively	16,570			15,535
Additional paid in capital	39,099,048			25,240,012
Accumulated other comprehensive income	—			35,434
Accumulated deficit	(65,791,012		)	(39,782,294		)
Total stockholders’ deficit	(26,675,362		)	(14,491,293		)
Noncontrolling interest	2,706,667			2,866,141
Total Platinum stockholders’ deficit	(23,968,695		)	(11,625,152		)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	254,580,724		$	239,035,743

The accompanying notes are an integral part of the condensed consolidated financial statements.

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited)

	Three Months Ended			Three Months Ended
	June 30, 2012			June 30, 2011
Revenue	$	32,936,905		$	801,914
Cost of services	(32,664,146		)	(1,319,047		)
Depreciation	(5,251,697		)	(1,057,140		)
General and administrative expense	(4,241,545		)	(3,353,018		)
Loss from operations	$	(9,220,483	)	$	(4,927,291	)
Interest expense, net	(7,417,716		)	(3,992,503		)
Loss before income tax	$	(16,638,199	)	$	(8,919,794	)
Income tax benefit (expense)	(59,953		)	127,645
Net loss	$	(16,698,152	)	$	(8,792,149	)
Loss attributable to noncontrolling interests	(78,387		)	(85,591		)
Net loss attributable to Platinum	$	(16,619,765	)	$	(8,706,558	)
Earnings Per Share:
Net loss attributable to Platinum - Basic and diluted	$	(1.09	)	$	(0.63	)

Weighted average shares - Basic and diluted	15,290,809			13,788,769

Other comprehensive loss, before tax:
Unrealized loss on investment securities, before tax	—			18,495
Income tax benefit related to other comprehensive loss	—			—
Other comprehensive loss, net of tax	—			18,495
Comprehensive loss, net of tax	(16,698,152		)	(8,773,654		)
Less: comprehensive loss attributable to the noncontrolling interest	$	(78,387	)	$	(85,591	)
Comprehensive loss attributable to Platinum	$	(16,619,765	)	$	(8,688,063	)

The accompanying notes are an integral part of the condensed consolidated financial statements.

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited)

	Six Months Ended			Six Months Ended
	June 30, 2012			June 30, 2011
Revenue	$	73,071,941		$	1,103,930
Cost of services	(65,245,763		)	(1,487,968		)
Depreciation	(10,334,145		)	(1,347,047		)
General and administrative expense	(8,899,499		)	(5,687,847		)
Loss from operations	$	(11,407,466	)	$	(7,418,932	)
Interest expense, net	(14,744,858		)	(5,402,698		)
Loss before income tax	$	(26,152,324	)	$	(12,821,630	)
Income tax benefit (expense)	(15,868		)	108,775
Net loss	$	(26,168,192	)	$	(12,712,855	)
Loss attributable to noncontrolling interests	(159,474		)	(129,686		)
Net loss attributable to Platinum	$	(26,008,718	)	$	(12,583,169	)
Earnings Per Share:
Net loss attributable to Platinum - Basic and diluted	$	(1.79	)	$	(1.33	)

Weighted average shares - Basic and diluted	14,554,624			9,430,860

Other comprehensive loss, before tax:
Unrealized loss on investment securities, before tax	(35,434		)	7,891
Income tax benefit related to other comprehensive loss	—			—
Other comprehensive loss, net of tax	(35,434		)	7,891
Comprehensive loss, net of tax	(26,203,626		)	(12,704,964		)
Less: comprehensive loss attributable to the noncontrolling interest	$	(159,474	)	$	(129,686	)
Comprehensive loss attributable to Platinum	$	(26,044,152	)	$	(12,575,278	)

The accompanying notes are an integral part of the condensed consolidated financial statements.

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

	Six Months Ended			Six Months Ended
	June 30, 2012			June 30, 2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(26,168,192	)	$	(12,712,855	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation	10,334,145			1,347,047
Amortization of debt issuance cost and debt discount	2,149,190			1,066,257
Deferred income taxes	(151,808		)	(108,775		)
Stock-based compensation	464,656			403,192
Write off of deferred equity offering cost	2,273,805			—
Changes in assets and liabilities	9,120,955			4,363,120
Net cash used in operating activities	(1,977,249		)	(5,642,014		)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of investment securities	—			(5,658,116		)
Sale of investment securities	4,915,927			2,500,000
Purchase of and deposits for property and equipment	(10,319,664		)	(51,354,365		)
Other	—			6,986
Net cash used in investing activities	(5,403,737		)	(54,505,495		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from issuance of senior notes	—			112,428,600
Proceeds from issuance of preferred stock	—			20,000,000
Proceeds from issuance of common stock	13,530,569			—
Payments of debt issuance cost	—			(11,146,742		)
Release of restricted cash	—			6,637,493
Repayment of line of credit	(3,958,512		)	(6,746,959		)
Payment of equity offering costs	(531,004		)	—
Contribution from noncontrolling interests, net	—			(574,478		)
Net cash provided by financing activities	9,041,053			120,597,914

Net increase in cash and cash equivalents	1,660,067			60,450,405
Cash and cash equivalents—Beginning	10,153,313			1,431,595
Cash and cash equivalents—Ending	$	11,813,380		$	61,882,000

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Interest paid	$	12,642,650		$	55,174
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING ACTIVITIES
Increase in property and equipment in accounts payable	$	18,910,159		$	—
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES
Return of restricted cash to a customer	$	—		$	10,000,000

The accompanying notes are an integral part of the condensed consolidated financial statements.

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT Six Months Ended June, 30, 2012 (Unaudited)

	Preferred Stock			Preferred Stock																			Total Platinum
	Series A			Series B			Common Stock										Accumulated						Stockholders'
	Shares	Par		Shares	Par		Shares		Par			APIC		AOCI			Deficit			NCI			Deficit
Balance at December 31, 2011	20,000	$	20	—	$	—	15,535,229		$	15,535		$	25,240,012	$	35,434		$	(39,782,294	)	$	2,866,141		$	(11,625,152	)
Issuance of stock awards and stock-based compensation amortization	—	$	—	—	$	—	201,347		$	201		$	384,952	$	—		$	—		$	—		$	385,153
Issuance of stock options and stock-based compensation amortization	—	—		—	—		—		—			79,503		—			—			—			79,503
Issuance of common stock	—	—		—	—		2,700,000		2,700			13,362,157		—			—			—			13,364,857
Issuance of preferred stock in exchange for common stock	—	—		12,388	12		(2,477,600	)	(2,478		)	2,466		—			—			—			—
Issuance of common stock from exercise of warrants	—	—		—	—		611,386		612			29,958		—			—			—			30,570
Unrealized loss on investment securities	—	—		—	—		—		—			—		(35,434		)	—			—			(35,434		)
Net loss	—	—		—	—		—		—			—		—			(26,008,718		)	(159,474		)	(26,168,192		)
Balance at June 30, 2012	20,000	$	20	12,388	$	12	16,570,362		$	16,570		$	39,099,048	$	—		$	(65,791,012	)	$	2,706,667		$	(23,968,695	)

The accompanying notes are an integral part of the condensed consolidated financial statements.

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PLATINUM ENERGY SOLUTIONS, INC.

Notes to Condensed Consolidated Financial Statements

NOTE 1—GENERAL

Nature of Operations

Platinum Energy Solutions, Inc. (collectively, with its subsidiary, the “Company,” “we,” or “Platinum”) was incorporated in Nevada on September 7, 2010. We are a Houston, Texas based oilfield services provider specializing in premium Hydraulic Fracturing, Coiled Tubing and Other Pressure Pumping services, our three reportable segments. In March 2011, we commenced operations, following the lease of certain pressure pumping and coil tubing equipment from a related party and, therefore, ceased to be a development stage company. Our Hydraulic Fracturing segment began operations in August 2011 in the Eagle Ford Shale. We utilize modern, high pressure-rated fracturing equipment that allows us to handle challenging geological environments, reduce operating costs, increase asset utilization and deliver excellent customer service. In addition, we have a contract for wet sand supply and physical capabilities around the transportation, processing and storage of sand used in the hydraulic fracturing process.

Basis of Presentation

The consolidated financial statements include the accounts of Platinum and all entities that we control by ownership of a majority voting interest as well as variable interest entities for which we are the primary beneficiary. All significant inter-company transactions and balances have been eliminated in consolidation.

Our unaudited condensed consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. We believe that the presentation and disclosures herein are adequate to make the information not misleading. In the opinion of management, the unaudited condensed consolidated financial information included herein reflects all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of our financial position, results of operations and cash flows for the interim periods presented. These unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto included in our annual report on Form 10-K for the year ended December 31, 2011. The results of operations for the interim periods presented herein are not necessarily indicative of the results to be expected for a full year or any other interim period.

Management Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) necessarily requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. We regularly evaluate estimates and judgments based on historical experience and other relevant facts and circumstances. Significant estimates included in these financial statements primarily relate to the consolidation of our variable interest entity (“VIE”), the assessment of our property and equipment regarding useful lives, depreciation and impairment, the valuation of our equity grants made to employees and nonemployees (directors and certain vendors), and the realizability of deferred tax assets. Actual results could differ from those estimates as new events occur, additional information is obtained and the Company’s operating environment changes.

NOTE 2—FAIR MARKET VALUE MEASUREMENTS

Fair Value Valuation Techniques

The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels:


•	Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date.


•	Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability.


•	Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date.

The following table presents the placement in the fair value hierarchy of assets and liabilities that are measured at fair value on a recurring basis:



	Carrying Value		Fair Value		Quoted Prices in Active Markets for Identical Assets
June 30, 2012					(Level 1)
Investment securities	$	—	$	—	$	—
December 31, 2011
Investment securities	$	4,951,361	$	4,951,361	$	4,951,361

In February 2012, we liquidated our investment securities.

The carrying amounts of our financial instruments, consisting of cash equivalents, investment securities, accounts receivable, accounts payable, accrued expenses, and our line of credit, approximate their fair values due to their relatively short maturities.

NOTE 3— INVENTORY

Inventory consisted of the following:



	June 30, 2012		December 31, 2011
Sand	$	5,103,303	$	3,439,221
Consumable spare parts	1,802,079		1,416,157
Chemicals	355,014		416,695
Total inventory	$	7,260,396	$	5,272,073

NOTE 4—PROPERTY AND EQUIPMENT

Property and equipment consisted of the following:



	June 30, 2012			December 31, 2011
Furniture and fixtures	$	551,225		$	529,239
Vehicles	23,939,284			20,806,245
Equipment	167,943,010			148,448,720
Leasehold improvements	1,299,225			151,289
Construction in progress	8,911,567			3,478,995
	202,644,311			173,414,488
Accumulated depreciation	(18,451,157		)	(8,117,011		)
Property and equipment, net	$	184,193,154		$	165,297,477

As of June 30, 2012 and December 31, 2011, property and equipment includes $12.9 million and $20.7 million, respectively, of deposits on equipment not yet delivered to the company.

NOTE 5—DEFERRED REVENUE

During 2010, we received a total of $20.0 million in advances under the terms of two separate customer contracts related to multi-year well services contracts. The agreement with one customer stipulates $10.0 million be placed into an escrow account in the name of the Company to be used to offset future billings made to that customer as services are delivered. In March 2011, the $10.0 million was returned to that customer. There were no restrictions on the use of the $10.0 million received from the other customer. In December 2011, we received an additional $6.9 million advance under the other customer contract and there were no restrictions on the use of the additional $6.9 million. As of June 30, 2012, the short-term and long-term balances of these advances were $6.0 million and $1.0 million, respectively. As of December 31, 2011, the short-term and long-term balances of these advances were $9.6 million and $3.5 million, respectively. These balances are included in deferred revenue in the accompanying consolidated balance sheets, which is earned per the terms of the customer contract as services are delivered. During the three and six months ended June 30, 2012, $1.0 million and $6.1 million of these advances were earned and are included in revenue in the accompanying statements of comprehensive loss.

NOTE 6—DEBT

Portfolio Loan Account Facility

In 2010, we established a portfolio loan account facility with Morgan Stanley Bank, N.A., which we refer to as the Morgan Stanley Facility, in an initial available amount of $8.8 million. The facility was subsequently reduced due to reductions in the balance of pledged collateral to $4.0 million as of December 31, 2011. Drawings on the facility are available on a revolving line of credit basis and bear interest at a variable rate equal to Morgan Stanley Bank, N.A.’s base lending rate in effect from time to time plus a certain percentage that can vary based on the amount drawn. Amounts drawn under the Morgan Stanley Facility from time to time may be repaid and re-borrowed by the Company from time to time. The Morgan Stanley Facility has an indefinite term.

The Morgan Stanley Facility is secured by investment securities maintained, from time to time, at Morgan Stanley Bank, N.A., which were originally acquired with a portion of an advance from a customer. The Morgan Stanley Facility is not secured by any other assets and does not impose any covenant obligations on the Company.

We have used the proceeds of our drawings under the Morgan Stanley Facility to pay for certain costs relating to the manufacture of our new fracturing fleets and for our general liquidity purposes. As of December 31, 2011, there was approximately $4.0 million outstanding under the Morgan Stanley Facility. In February 2012, we sold the investment securities and repaid the outstanding balance under the Morgan Stanley Facility. The average interest rate as of June 30, 2012 for the three and six months periods ending June 30, 2012 was approximately 0.00% and 2.25%, respectively. There was no outstanding balance and no availability under the Morgan Stanley Facility as of June 30, 2012.

March 2011 Senior Secured Notes

On March 3, 2011, we completed the private placement of $115 million of Senior Secured Notes, at an interest rate of 14.25% per year on the principal amount (the “Original Senior Notes”). The Original Senior Notes mature on March 1, 2015, unless the Original Senior Notes are repurchased earlier. At any time prior to March 1, 2013, the Company may redeem up to 35.0% of the Original Senior Notes at a price equal to 114.25% of the principal amount, plus accrued and unpaid interest, if any, to the date of redemption, with net cash proceeds from certain equity offerings. The Company may also redeem the Original Senior Notes from March 1, 2013 to February 28, 2014 and from March 1, 2014, thereafter at a price equal to 107.125% and 100% respectively, plus accrued and unpaid interest. Upon a change of control, the holders of the Original Senior Notes will have the right to require the Company to repurchase the Original Senior Notes at 101% of the principal amount, plus any accrued and unpaid interest. The Original Senior Notes are secured by a lien against substantially all of the Company’s assets and all of the Company’s existing and future domestic subsidiaries’ assets and will receive preference in the case of liquidation.

The Original Senior Notes were issued at a discount such that the cash received was equal to 97.76% of the principal amount of the Original Senior Notes. Accordingly, we recognized a $2.6 million discount on the Original Senior Notes that is being amortized over the life of the Original Senior Notes using the effective interest method.

In conjunction with this, the holders of the Original Senior Notes received 115,000 warrants entitling the holders to purchase 2,801,170 shares of the Company’s common stock at an exercise price of $0.05. These warrants expire on February 28, 2018. We allocated $1,150,000 of the proceeds to the warrants, which was recorded as additional paid-in capital, based on the relative fair values of the Original Senior Notes and the warrants at the time of issuance of the securities.

Unamortized debt issuance costs associated with the Original Senior Notes were $8.1 million and $9.2 million as of June 30, 2012 and December 31, 2011, respectively. These debt issue costs are included in Other assets and are being amortized over the term of the Original Senior Notes using the effective interest method.

The first interest payment on the Original Senior Notes, in the amount of $8.1 million, which was due on September 1, 2011, was paid-in-kind and added to the principal amount of the Original Senior Notes pursuant to the terms of the Original Senior Notes.

The Original Senior Notes contain covenants, including but not limited to:


•	Limitation of capital expenditure;


•	Restrictions on the payment of dividends as well as the purchase of equity for cash;


•	Issuance of further debt or the issuance of future disqualified stock including preferred stock; and


•	Restrictions on the sale of stock that could result in the sale or merger of the Company with another or the sale of assets and properties to another.

September 2011 Senior Secured Notes

On September 29, 2011, we completed a private offering of an additional $50 million aggregate principal amount of our 14.25% Senior Secured Notes due March 2015 (the “Additional Senior Notes”) under the indenture governing the Original Senior Notes. The Additional Senior Notes and the Original Senior Notes (collectively, the “Senior Notes”) are treated as a single series for purposes of such indenture, as amended. In connection with the offering of the Additional Senior Notes, we obtained the consent of holders of a majority in aggregate principal amount of outstanding Original Senior Notes to certain amendments to the indenture to (i) increase certain permitted indebtedness under our indenture from $35 million to $50 million in aggregate principal amount to allow for the issuance of the Additional Senior Notes and eliminate the requirement that the proceeds of the issuance of such Additional Senior Notes be used by us solely for the purpose of acquiring equipment, and (ii) amend the covenant relating to maximum amount of capital expenditures permitted to be incurred in any fiscal year from $10 million to $30 million effective in the fiscal year commencing in 2012 (and increase from $113 million to $160 million the exclusion for anticipated expenditures for new equipment thereunder).

In addition, we agreed that if we complete, on or prior to June 30, 2012, an equity offering (an underwritten initial public offering of our common stock) with net cash proceeds to us in excess of $100 million, we will redeem that amount of Senior Notes whose aggregate redemption price is at least equal to the amount of such excess over $100 million.

The Additional Senior Notes were issued at a discount such that the cash received was equal to approximately 95% of the principal amount of the Additional Senior Notes. Accordingly, we recognized a $2.5 million discount on the Additional Senior Notes that is being amortized over the life of the Additional Senior Notes using the effective interest method. Unamortized debt issuance costs associated with the Additional Senior Notes were $2.6 million and $2.9 million as of June 30, 2012 and December 31, 2011, respectively. These debt issue costs are included in Other assets and are being amortized over the term of the Additional Senior Notes using the effective interest method.

The balance of our Senior Notes at June 30, 2012 and December 31, 2011, net of the unamortized discount, totaled $168.3 million and $167.7 million, respectively. As of June 30, 2012 and December 31, 2011, the fair value of our Senior Notes was $148.7 million and $174.8 million, respectively, based on quoted market prices, including the $8.1 million paid-in-kind interest capitalized on September 1, 2011.

JPMorgan Credit Agreement

On December 28, 2011, we entered into an asset based revolving credit agreement with JPMorgan Chase Bank, N.A. (“JPMorgan”), as amended on May 11, 2012, which we refer to as the “Credit Agreement.” Subject to a borrowing base consisting of certain eligible accounts receivable and inventory, an amount up to $15.0 million was made available to us under the Credit Agreement and, on December 29, 2011, we borrowed the full $15.0 million amount available to us pursuant to a revolving note made by us in favor of JPMorgan as lender. The Credit Agreement includes borrowing capacity available for letters of credit. Revolving loans are available under the Credit Agreement for working capital and other general corporate purposes. The revolving line of credit will terminate on June 30, 2014, and no further advances may be made to us thereafter. We used the proceeds of our initial borrowing under the Credit Agreement to pay for certain capital expenditures, including three of our new coiled tubing units and progress payments on our planned facilities, and for general corporate purposes.

The interest rate applicable to the Credit Agreement is, at our option, either LIBOR plus a margin ranging from 2.25% to 3.50% (depending on our total leverage ratio) or, the JPMorgan prime rate, called “CBFR”, plus a margin ranging from 1.00% to 2.50% (depending upon such total leverage ratio). The CBFR rate is the higher of (i) the interest rate publicly announced by JPMorgan as its prime rate and (ii) the adjusted LIBOR rate as calculated by JPMorgan. We will pay a non-use fee of 0.25% on the daily average undrawn portion of the commitment under the Credit Agreement. The average interest rate for the three and six months ended June 30, 2012 was approximately and 2.74% and 2.75% respectively.

Our obligations under the Credit Agreement are secured (with certain exceptions) by first priority security interests on all of our assets. Our obligations under the Credit Agreement are guaranteed by Platinum Pressure Pumping, Inc. as guarantor, and will be guaranteed by our future domestic subsidiaries. The guarantor’s guarantee is, and any future domestic subsidiary’s guarantee will be, secured by first priority security interests in all of their assets. The guarantee is, and each future guarantee of the Credit Agreement will be, full, unconditional and joint and several.

The Credit Agreement permits voluntary prepayments (without reducing availability for future revolving borrowings) and voluntary commitment reductions at any time, in each case without premium or penalty. The revolving note pursuant to which we borrowed the full $15.0 million amount available to us includes a “cleanup” requirement pursuant to which the outstanding amount due thereunder must be paid down and reduced to zero for thirty consecutive days during each 12-month period.

The Credit Agreement contains a number of negative covenants that, among other things, restrict our ability to sell assets, incur additional debt, create liens on assets, make investments or acquisitions, engage in mergers or consolidations, pay dividends to stockholders or repurchase common stock, and other corporate activities. The negative covenant with respect to our debt, prohibits us from incurring indebtedness for borrowed money, installment obligations, or obligations under capital leases, other than (1) unsecured trade debt incurred in the ordinary course of business, (2) indebtedness owing under the Credit Agreement, (3) indebtedness existing prior to execution of the Credit Agreement not paid off with the proceeds of borrowings under the Credit Agreement with the permission of JPMorgan, (4) purchase money indebtedness, (5) indebtedness created for the sole purpose of amending, extending, renewing or replacing permitted indebtedness referred to in clause (3) (provided the principal amount of such indebtedness is not increased) and (6) other indebtedness in the aggregate amount of $5.0 million per year, excluding insurance premium financing.

The Credit Agreement also contains affirmative financial covenants relating to our (1) maximum leverage ratio, measured quarterly beginning June 30, 2012, (2) minimum fixed charge coverage ratio, measured quarterly beginning September 30, 2012, and (3) minimum average daily cash position, measured monthly beginning May 31, 2012.

For the covenant compliance period ended June 30, 2012, the Company's Leverage Ratio (as defined in the Credit Agreement) exceeded the maximum level allowed under the Credit Agreement. An Event of Default under the Credit Agreement (as defined therein) would occur, absent a waiver of the covenant violation by JPMorgan, upon expiration of a 30 day cure period commencing on the date written notice of default is provided to the Company by JPMorgan. As of the date hereof, no such notice had been given and no Event of Default has occurred. Upon expiration of the cure period and occurrence of an Event of Default, JPMorgan may, at its option and upon additional notice to the Company, accelerate the due date of the Note issued by the Company in in respect of the Credit Agreement and the outstanding balance would become due and payable immediately. On August 16, 2012, the Company and JPMorgan entered into a Waiver Agreement to the Credit Agreement (the “Waiver”) under which JPMorgan waived the Company's non-compliance with the Leverage Ratio covenant for the period ending June 30, 2012 and any event of default caused by such non-compliance. The amount outstanding under the Note at June 30, 2012 was $15.0 million.

Under the terms of the Indenture for our Senior Notes, an Event of Default (as defined in the Indenture) would occur if a default under the Credit Agreement resulted in the acceleration of indebtedness in excess of $5.0 million. If an Event of Default occurred under the Indenture and is continuing, the Trustee (as defined in the Indenture) or the holders of at least 25.0% in aggregate principal amount of the then outstanding Senior Notes may declare all the Senior Notes to be due and payable immediately. As a result of the Credit Agreement Waiver, no Event of Default has or will occur as a result of the Company's non-compliance with the Leverage Ratio covenant as of June 30, 2012. The balance of our Senior Notes at June 30, 2012, net of the unamortized discount, totaled $168.3 million.

In connection with our entering into the Credit Agreement, JPMorgan as first lien lender, and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent on behalf of the Second Lien Creditors (including the holders of the notes), entered into an Intercreditor Agreement dated as of December 28, 2011. The Intercreditor Agreement, among other things, defines the rights of our debt holders with respect to collateral.

Registered Exchange Offer

On March 15, 2012, the Company completed a registered exchange offer to exchange up to $173.1 million aggregate principal amount of its registered 14.25% Senior Secured Notes due 2015, which we refer to as the Exchange Notes, for $173.1 million aggregate principal amount of its outstanding unregistered 14.25% Senior Secured Notes due 2015, which we refer to as the Senior Notes. The terms of the Exchange Notes are identical in all material respects to the terms of the Senior Notes for which they were exchanged, except that the Exchange Notes have been registered under the Securities Act of 1933 (the “Securities Act”) and, therefore, the terms relating to transfer restrictions, registration rights and additional interest applicable to the Senior Notes are not applicable to the Exchange Notes, and the Exchange Notes bear different CUSIP numbers. An aggregate of $172.8 million in principal amount of Senior Notes were tendered in the exchange offer, and $172.8 million in aggregate principal amount of Exchange Notes were issued at the closing of the exchange offer.

NOTE 7— STOCKHOLDERS’ EQUITY

Common Stock

On February 28, 2011, the Company’s board of directors approved a one-for-ten reverse common stock split, which became effective on that date. On January 6, 2012, the Company's board of directors approved a one-for-five reverse common stock split, which became effective on that date. All references to common shares and per-share data for all periods presented in this report have been adjusted to give effect to these reverse splits. As no change was made to the par value of the common shares, a total of $62,140 was reclassified from common stock to additional paid-in capital as of December 31, 2011.

No fractional shares were issued in connection with the reverse stock split on January 6, 2012, and in lieu thereof, the number of shares of common stock held by any stockholder who would otherwise have been entitled to a fractional share was rounded up to the next highest full share.

Preferred Stock

Series A Preferred Stock

On March 3, 2011, we issued 20,000 shares of Series A Preferred Stock for $20 million. The Series A Preferred Stock is not convertible and has a liquidation preference of up to $40.0 million . The Preferred Stock is not redeemable unless the Company completes an initial public offering, at which time the Preferred Stock is redeemable at a redemption price equal to the original purchase price. The Series A Preferred Stock holders also acquired 9,896,960 shares of the Company’s common stock.

Series B Preferred Stock

On March 30, 2012, we issued 2,700,000 shares of common stock, that are immediately exchangeable into 13,500 shares of Series B Preferred Stock upon approval of the issuance of the preferred stock by the stockholders of the Company, for $13.5 million. The Series B Preferred Stock is convertible to common stock at a ratio of 200 to 1 and is entitled to dividends of 5% per annum, payable either in cash or stock on a quarterly basis. The Series B Preferred Stock is redeemable upon the Company’s completion of an initial public offering at a redemption price equal to or more than the original purchase price. The purchasers of the Series B preferred stock also received 1,037,968 warrants, each convertible into one share of common stock at an exercise price of $3.00 per share. We allocated $1,620,000 of the proceeds to the warrants, which was recorded as additional paid-in capital, based on the relative fair values of the stock and the warrants at the time of issuance of the securities. On April 30, 2012, the Series B Preferred Stock were approved for issuance. As of June 30, 2012, a total of 2,477,600 shares of the common stock had been exchanged for 12,388 shares of Series B Preferred Stock. Dividends in arrears related to the Series B Preferred Stock totaled approximately $77,425 as of and for the quarter and year-to-date period ending June 30, 2012.

NOTE 8—STOCK AWARD PLAN

Overview

In exchange for services provided, we have issued restricted and unrestricted stock and stock options to employees and non-employees under the 2010 Omnibus Equity Incentive Plan (the “2010 Plan”). We reserved 1,044,817 shares of common stock (or options to purchase common stock) under the 2010 Plan for future issuances, of which 22,003 shares remained available for issuance as of June 30, 2012. The awards typically have a ten-year life and a four-year vesting period.

Absent an active market for our equity securities, the market value of our common stock underlying the restricted stock or stock options granted was determined by management and approved by our Board of Directors at the time of grant. In determining such fair market value, for purposes of valuing our share-based payment awards, we obtained contemporaneous valuations compiled by third-party appraisers based primarily on our financial forecasts and comparable peer company data. Among other significant assumptions, the valuation reflects a marketability discount as our equity securities are not traded. The underlying assumptions significantly impact the resulting estimated market value of our stock and the fair value of our restricted stock and option grants.

The fair value of our option grants was calculated through the use of the Black-Scholes option pricing model. The model requires certain assumptions regarding the estimated market price of the Company’s currently non-traded stock, the risk-free interest rate, the expected share price volatility and the expected term of each option grant.

Restricted Stock

During the three months ended June 30, 2012, the Company granted 166,347 restricted shares to certain Directors under the 2010 Plan in connection with the Directors' annual compensation. The grant-date fair value of the restricted shares was determined to be $3.00 per share, based on the estimated market value of our non-publicly traded common stock at the date of grant. The Company has the right to reacquire the restricted shares for $0.001 per share over the vesting period for the restricted shares ranging from 12 to 24 months.

Stock-based compensation expense

The stock-based compensation expense related to all our unvested awards (both restricted stock awards and stock option awards) described above was approximately $0.3 million and $0.5 million, respectively, for the three and six-month periods ended June 30, 2012 and approximately $0.2 million and $0.4 million, respectively, for the three and six-month periods ended June 30, 2011 and was primarily included in general and administrative expenses. The remaining unrecognized stock-based compensation expense as of June 30, 2012 of approximately $2.5 million will be recognized over the average remaining vesting period of approximately 2.6 years.

NOTE 9—EARNINGS PER SHARE

The following table is a reconciliation of the numerator and the denominator of our basic and diluted earnings per share for the three-month periods ended June 30, 2012 and 2011:



	Three Months Ended			Three Months Ended
	June 30, 2012			June 30, 2011
	(Unaudited)
Net loss attributable to Platinum—basic and diluted	$	(16,619,765	)	$	(8,706,558	)
Weighted average shares of common stock outstanding—basic and diluted	15,290,809			13,788,769
Net loss per share:
Basic and Diluted	$	(1.09	)	$	(0.63	)

The calculation of weighted average shares of common stock outstanding—diluted for the three months ended June 30, 2012 excludes 7.0 million shares of outstanding restricted stock, stock option awards and convertible warrants because their effect was anti-dilutive. The calculation of weighted average shares of common stock outstanding—diluted for the three months ended June 30, 2011, excludes 4.5 million shares of outstanding restricted stock awards because their effect was anti-dilutive.

The following table is a reconciliation of the numerator and the denominator of our basic and diluted earnings per share for the six-month periods ended June 30, 2012 and 2011:



	Six Months Ended			Six Months Ended
	June 30, 2012			June 30, 2011
	(Unaudited)
Net loss attributable to Platinum—basic and diluted	$	(26,008,718	)	$	(12,583,169	)
Weighted average shares of common stock outstanding—basic and diluted	14,554,624			9,430,860
Net loss per share:
Basic and Diluted	$	(1.79	)	$	(1.33	)

The calculation of weighted average shares of common stock outstanding—diluted for the six months ended June 30, 2012 excludes 5.9 million shares of outstanding restricted stock, stock option awards, Series B Preferred Stock and convertible warrants because their effect was anti-dilutive. The calculation of weighted average shares of common stock outstanding—diluted for the six months ended June 30, 2011, excludes $3.0 million shares of outstanding restricted stock awards because their effect was anti-dilutive.

NOTE 10—INCOME TAXES

The consolidated effective tax rate of approximately 0.4% and 1.4% for the three month periods ended June 30, 2012 and 2011, respectively, and 0.1% and 0.8% for the six month periods ended June 30, 2012 and 2011, respectively, is lower than the federal statutory rate as the majority of our income tax benefits were not recognized. This is because we are not able to conclude that it is more likely than not that we will be able to use these loss carryforwards and, as such, have provided a corresponding valuation allowance. For the six months ended June 30, 2012, our net income tax expense of $15,868 is comprised of state income tax expense of $167,676, primarily related to the Texas Margin tax, offset by an income tax benefit of $151,808 related to the losses of our consolidated VIE, which files a separate tax return.

NOTE 11—VARIABLE INTEREST ENTITY

We account for variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810, Consolidation. On March 3, 2011, we entered into a lease agreement with Well Services Blocker, Inc. (“WSB”) and two of its wholly owned entities, Moncla Pressure Pumping Well Services, L.L.C. (“PP”) and Moncla Coil Tubing Well Services, LLC. (“CT”) to lease all of the coil tubing and pressure pumping equipment held by PP, CT and MW Services Transportation LLC (“MWST”) (collectively, the “WSB Business”). Due to a protective right included in the lease agreement that enables the sole shareholder of the WSB Business to sell to us the assets subject to the lease purchase agreement upon the occurrence of certain events, we determined that PP, CT and MWST are variable interest entities. We further determined that we are the primary beneficiary of PP, CT and MWST because the lease provides us with full control of all of the operating assets of PP, CT and MWST. As of June 30, 2012, the combined financials statements of PP, CT and MWST had $14.0 million in total assets and $11.3 million in total liabilities.

We obtained control of the WSB Business effective March 3, 2011. In accordance with FASB ASC Topic 805, Business Combinations, we accounted for the acquisition of the WSB Business using the acquisition method which requires an acquirer to recognize and measure the identifiable assets acquired and liabilities assumed at their fair values as of the acquisition date. The fair value of the net assets acquired, net of tax, was $2,646,064, which was recognized as non-controlling interests.

NOTE 12—RELATED PARTY TRANSACTIONS

On March 21, 2012, we entered into a stock purchase agreement with certain investors and current security holders of the Company, including Clearlake Capital Partners (Master) II, L.P. (“CCG”) and Mr. L. Charles Moncla, Jr., the Company’s Chairman of the Board and Chief Executive Officer, pursuant to which we agreed to issue and sell up to 2,700,000 shares of common stock at a purchase price of $5.00 per Share, for an aggregate purchase price of up to $13.5 million. CCG and Mr. Moncla also agreed to purchase any remaining shares not purchased by other investors in proportion to their existing ownership of common stock of the Company prior to the offering. We completed the stock sale on March 30, 2012, as more fully disclosed in Note 7.

On March 3, 2011, we entered into a lease agreement with WSB and two of its wholly owned entities, PP and CT, to lease certain pressure pumping and coil tubing equipment. These entities are controlled by our CEO. The term of the lease is for two years ending on March 2, 2013. Under the terms of the lease we will pay WSB a monthly fee of $210,000 per month over a term of two years. Should there be a change of control in the Company, we may, at the option of the lessor, be obligated to purchase the assets subject to the lease agreement for an amount equal to the greater of:


a.	The aggregate of the outstanding balance of the loans from JPMorgan Chase Bank, N.A. and from WSB’s shareholder, Charles Moncla limited to $16.1 million; and


b.	The lesser of (i) the last twelve months of revenue generated by the business of WSB or (ii) $20.0 million.

As explained above, we consolidated the WSB Business effective March 3, 2011.

The Company entered into a lease agreement with a certain related party to lease the Del Yard located in Scott, Louisiana commencing March 1, 2011. The agreement requires a monthly fee of $10,000 over a term of two years, ending on February 28, 2013.

During December 2010, the Company entered into an overhead allocation agreement with Layton Corporation, a company owned and controlled by one of the Company’s directors, covering the Company’s office space at 2100 West Loop South, 16th Floor, Houston, Texas. This agreement provides for the shared space and other office services provided by Layton Corporation and the Company will pay $30,000 per month for these services over two years. The Company also entered into a contract with Layton Corporation whereby the Company paid Layton Corporation a $1.35 million fee for services related to the offering of debt and equity which closed on March 3, 2011. In March 2012, in connection with a restructuring of our board of directors, Daniel

Layton resigned from the board.

The amounts due to affiliates are unsecured, interest free and has no fixed term of repayment. The calculation of amounts due to affiliates, non-current, is as follows:



Balance as of December 31, 2011	$	11,105,056
Lease payments to the WSB Business	(1,260,000		)
Other, net	(76,342		)
Balance as of June 30, 2012	$	9,768,714

NOTE 13—COMMITMENTS AND CONTINGENCIES

Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred.

We are involved, from time to time, in litigation, claims and disputes incidental to our business, which may involve claims for significant monetary amounts, some of which may not be covered by insurance. In the opinion of management, none of the existing litigation will have a material adverse effect on our financial position, results of operations or cash flows. However, a substantial settlement payment or judgment in excess of our accruals could have a material adverse effect on our financial position, results of operations or cash flows.

We have operating lease commitments expiring at various dates, principally for office space, real estate, railcars, and vehicles. Rental expense relating to operating leases was $1.9 million and $3.6 million during the three and six months ended June 30, 2012, respectively, and $0.3 million and $0.4 million during the three and six months ended June 30, 2011, respectively. As of June 30, 2012, future minimum rental payments related to noncancellable operating leases were as follows: 2012—$1.8 million, 2013—$2.8 million, 2014—$2.0 million, 2015—$1.9 million, 2016—$1.8 million, thereafter—$2.3 million , and in the aggregate—$12.7 million.

We have a commitment to purchase 100,000 gallons of guar gum per month, a necessary input for our hydraulic fracturing services, at prevailing market prices, commencing in September 2011. The agreement expires in August 2012 unless extended by the Company for an additional 12 months.

We have a commitment to purchase 150,000 tons of sand per year from one supplier, a necessary input for our hydraulic fracturing services, with the option to increase it to 300,000 tons per year. The agreement commenced in July 2011 and expired in July 2012.

We have a commitment to purchase 10,000 tons of sand per month from another supplier. The agreement commenced in October 2011 and expires in September 2013, unless extended, by mutual agreement, for additional six-month terms.

We have commitments with third parties for the purchase of well services equipment for our third hydraulic fracturing fleet. The total purchase commitment as of June 30, 2012 was approximately $34 million, payable in increments due before each piece of equipment is delivered. The Company made payments during 2011 of $25.8 million toward such commitments.

We have commitments for the purchase of well services equipment for fourth and fifth hydraulic fracturing fleets with two third-party vendors. The purchase commitments as of June 30, 2012 were approximately $33.1 million and $32.7 million, respectively, payable in increments due before each piece of equipment is delivered. The Company made cash deposits during 2011 of $9.2 million and $4.1 million, respectively, toward such commitments.

As of June 30, 2012 and December 31, 2011, Accounts payable—Capital expenditures in the Company's consolidated balance sheet includes approximately $27.0 million and $8.1 million, respectively, related to equipment purchase commitments.

Our original business plan contemplated, among other things, the acquisition of up to five high-specification hydraulic fracturing fleets. The acquisition of equipment for additional fleets would require significant capital. In connection with our original business plan we submitted various purchase orders to vendors for additional equipment, but later informed them that, in light of current market conditions and the postponement of our initial public offering, we did not require the equipment in the time frame contemplated in the original orders. We have worked with each vendor to defer these purchases until such time that market demand requires the additional equipment. There are no specific dates at which we must make such purchases. We have not incurred any penalties related to the deferrals and we continue to believe that the deposits we have made in connection with the purchase orders are recoverable. Our ability to purchase additional equipment to continue to expand our existing fleets, and the timing of any such acquisitions, is impacted by the market demand for our services and could have a material impact on our operations.

In the normal course of business, the Company is subject to various taxes in the jurisdictions in which it operates. The determination of whether or not certain transactions are taxable requires management to make judgments based on interpretation of applicable tax rules. The Company’s consolidated balance sheet includes, in Accrued expenses, an accrual for certain non-income tax exposures in the amount of $6.0 million as of June 30, 2012.

NOTE 14—SEGMENT REPORTING

We operate our business in three reportable segments: (1) Hydraulic Fracturing, (2) Coiled Tubing, and (3) Other Pressure Pumping Services. These business segments provide different services and utilize different technologies.

•

Hydraulic Fracturing: Hydraulic fracturing services are utilized when the formations holding oil and natural gas lack the permeability to release their hydrocarbons quickly and economically as is typical in many active unconventional oil and natural gas plays. Our fracturing services include providing technical expertise and experience to improve well completions as well as conducting technical evaluations, job design and fluid recommendations. We commenced hydraulic fracturing operations on August 29, 2011, in southern Texas.


•	Coiled Tubing: Coiled tubing allows operators to service a well while continuing production without shutting down the well, reducing risk of formation damage. Our Coiled Tubing segment currently conducts operations in Texas and Louisiana.


•	Other Pressure Pumping Services: Cementing service uses pressure pumping equipment to deliver a slurry of liquid cement that is pumped down a well between the casing and the borehole, among other applications. We perform routine pressure pumping services in conjunction with coiled tubing. Our Other Pressure Pumping Services segment currently conducts operations in Louisiana and Utah.

Results for these business segments are presented below. We use the same accounting policies to prepare our business segment results as are used to prepare our consolidated financial statements.

Summarized financial information concerning our segments for the three-month periods ending June 30, 2012 and 2011, respectively, is shown in the following tables:



Three Months Ended	Hydraulic Fracturing			Coil Tubing			Other Pressure Pumping			Corporate and Other⁽²⁾			Consolidated
June 30, 2012
Revenues	$	30,205,000		$	1,562,088		$	1,169,817		$	—		$	32,936,905
Cost of services	(27,904,869		)	(1,854,346		)	(779,351		)	(2,125,580		)	(32,664,146		)
Gross profit (loss)⁽¹⁾	2,300,131			(292,258		)	390,466			(2,125,580		)	272,759
Depreciation	(3,512,524		)	(1,070,378		)	(628,921		)	(39,874		)	(5,251,697		)
General and administrative expense	—			—			—			(4,241,545		)	(4,241,545		)
Operating loss	$	(1,212,393	)	$	(1,362,636	)	$	(238,455	)	$	(6,406,999	)	$	(9,220,483	)
Capital expenditures, including equipment deposits	3,146,466			—			805,000			—			3,951,466

We did not provide hydraulic fracturing services until the third quarter of 2011; therefore, for the three-month period ended June 30, 2011, we only had two reportable segments: Coil Tubing and Other Pressure Pumping.



Three Months Ended	Hydraulic Fracturing			Coil Tubing			Other Pressure Pumping			Corporate and Other(2)			Consolidated
June 30, 2011
Revenues	$	—		$	604,203		$	197,711		$	—		$	801,914
Cost of services	(117,541		)	(440,091		)	(97,440		)	(663,975		)	(1,319,047		)
Gross profit (loss)⁽¹⁾	(117,541		)	164,112			100,271			(663,975		)	(517,133		)
Depreciation	(83,077		)	(649,550		)	(301,229		)	(23,284		)	(1,057,140		)
General and administrative expense	—			—			—			(3,353,018		)	(3,353,018		)
Operating loss	$	(200,618	)	$	(485,438	)	$	(200,958	)	$	(4,040,277	)	$	(4,927,291	)
Capital expenditures, including equipment deposits	34,139,488			1,277,887			—			190,590			35,607,965

___________________


(1)	Gross Profit represents Revenues minus Costs of services.

(2) “Corporate and Other” represents items that are not directly related to a particular operating segment and eliminations.

Excluding the $4.2 million and $3.4 million in corporate general and administrative expenses for the three-month periods ended June 30, 2012 and 2011, respectively, total operating segments’ loss for such periods would have been $5.0 million and $1.6 million, respectively.

Summarized financial information concerning our segments for the six-month periods ending June 30, 2012 and 2011, respectively, is shown in the following tables:



Six Months Ended	Hydraulic Fracturing			Coil Tubing			Other Pressure Pumping			Corporate and Other⁽²⁾			Consolidated
June 30, 2012
Revenues	$	65,243,200		$	5,760,707		$	2,068,034		$	—		$	73,071,941
Cost of services	(54,894,979		)	(4,985,387		)	(1,636,449		)	(3,728,948		)	(65,245,763		)
Gross profit (loss)⁽¹⁾	10,348,221			775,320			431,585			(3,728,948		)	7,826,178
Depreciation	(7,188,124		)	(2,177,989		)	(895,293		)	(72,739		)	(10,334,145		)
General and administrative expense	—			—			—			(8,899,499		)	(8,899,499		)
Operating income (loss)	$	3,160,097		$	(1,402,669	)	$	(463,708	)	$	(12,701,186	)	$	(11,407,466	)
Capital expenditures, including equipment deposits	9,505,726			8,938			805,000			—			10,319,664

We did not provide hydraulic fracturing services until the third quarter of 2011; therefore, for the six-month period ended June 30, 2011, we only had two reportable segments: Coil Tubing and Other Pressure Pumping.



Six Months Ended	Hydraulic Fracturing			Coil Tubing			Other Pressure Pumping			Corporate and Other⁽²⁾			Consolidated
June 30, 2011
Revenues	$	—		$	801,465		$	302,465		$	—		$	1,103,930
Cost of services	(117,541		)	(514,586		)	(191,866		)	(663,975		)	(1,487,968		)
Gross profit (loss)⁽¹⁾	(117,541		)	286,879			110,599			(663,975		)	(384,038		)
Depreciation and amortization	(83,077		)	(875,926		)	(361,214		)	(26,830		)	(1,347,047		)
General and administrative expense	—			—			—			(5,687,847		)	(5,687,847		)
Operating loss	$	(200,618	)	$	(589,047	)	$	(250,615	)	$	(6,378,652	)	$	(7,418,932	)
Capital expenditures, including equipment deposits	34,139,488			14,017,736			3,006,551			190,590			51,354,365

_________________


⁽¹⁾	Gross Profit represents Revenues minus Costs of services.


⁽²⁾	“Corporate and Other” represents items that are not directly related to a particular operating segment and eliminations. Excluding the $8.9 million and $5.7 million in corporate general and administrative expenses for the six-month periods ended June 30, 2012 and 2011, respectively, total operating segments’ loss for such periods would have been $2.5 million and $1.7 million, respectively.

The total assets per segment were as follows as of:



	Hydraulic Fracturing		Coil Tubing		Other Pressure Pumping		Corporate and Other(2)		Consolidated
June 30, 2012	$	208,426,297	$	28,997,939	$	8,525,963	$	8,630,525	$	254,580,724
December 31, 2011	$	173,249,544	$	29,346,158	$	6,933,086	$	29,506,955	$	239,035,743

NOTE 15—SUPPLEMENTAL FINANCIAL INFORMATION

Prepayments consisted of the following:




	June 30, 2012		December 31, 2011
Prepayments for
Materials and equipment	$	13,607,847	$	6,420,228
Insurance	2,766,307		563,494
Rents and leases	489,445		568,097
Security deposits and permits	12,001		12,001
Total prepayments	$	16,875,600	$	7,563,820

Other assets consisted of the following:



	June 30, 2012		December 31, 2011
Deferred costs related to
Senior Notes, Original and Additional	$	10,697,136	$	12,169,964
Equity offering and line of credit	104,740		1,873,392
Security deposits related to operating leases	2,133,387		2,133,387
Total other assets	$	12,935,263	$	16,176,743

Accrued expenses consisted of the following:



	June 30, 2012		December 31, 2011
Accrued payroll	$	641,700	$	1,628,170
Accrued expenses	4,844,512		2,073,290
Accrued taxes	849,922		1,829,699
Accruals related to various materials and equipment	6,000,696		5,511,491
Accrued interest on Senior Notes	8,222,380		8,222,380
Total accrued expenses	$	20,559,210	$	19,265,030

Supplemental cash flow information was as follows for the six-months ended:




	June 30, 2012			June 30, 2011
Accounts receivable	$	8,118,025		$	107,856
Inventory	(1,988,323		)	—
Prepaids and other current assets	(9,311,780		)	(2,431,440		)
Accounts payable and accrued expenses	18,430,162			6,686,704
Deferred revenue	(6,127,129		)	—
Changes in assets and liabilities	$	9,120,955		$	4,363,120

NOTE 16—FINANCIAL INFORMATION ABOUT THE COMPANY AND THE SUBSIDIARY GUARANTOR

On March 3, 2011 and September 29, 2011, Platinum Energy Solutions, Inc. ("PES") completed the private placement of the 14.25% Senior Secured Notes due March 2015, guaranteed on a senior secured basis by Platinum Pressure Pumping, Inc., a wholly owned subsidiary of PES (“PPP” or the “Guarantor”). The guarantee is full and unconditional and (if additional subsidiary guarantors are added) will be joint and several with such other subsidiary guarantors and the Guarantor is 100% owned by PES. Under the terms of the Indenture for the Senior Notes, as amended, PPP may not sell or otherwise dispose of all or substantially all of its assets to, or merge with or into another entity, other than the Company, unless no default exists under the Indenture, as amended, and the acquirer assumes all of the obligations of the Guarantor under the Indenture, as amended. PES is a holding company with no significant operations, other than through its subsidiary.

The following condensed consolidating financial statements present the consolidated balance sheets, consolidated statements of comprehensive loss and consolidated statements of cash flows of PES as parent, PPP as the guarantor subsidiary and non-guarantor entities for the periods reported.

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATING BALANCE SHEET June 30, 2012 (Unaudited)

	Parent (PES)			Guarantor (PPP)			Non-Guarantor Entities		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	3,595,208		$	7,915,697		$	302,475	$	—		$	11,813,380
Accounts receivable, net	—			21,308,545			2,624		—			21,311,169
Inventory	—			7,260,396			—		—			7,260,396
Investment in subsidiary	1,000			—			—		(1,000		)	—
Prepayments and other current assets	2,828,308			14,047,292			—		—			16,875,600
Deferred tax asset	—			—			191,762		—			191,762
Intercompany receivables	192,559,049			—			—		(192,559,049		)	—
Total current assets	$	198,983,565		$	50,531,930		$	496,861	$	(192,560,049	)	$	57,452,307
Property and equipment, net	—			170,727,734			13,465,420		—			184,193,154
Other assets	10,810,903			2,124,360			—		—			12,935,263
Total assets	$	209,794,468		$	223,384,024		$	13,962,281	$	(192,560,049	)	$	254,580,724
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Line of credit	$	15,000,000		$	—		$	—	$	—		$	15,000,000
Accounts payable—Trade	5,086,752			24,262,248			95,871		—			29,444,871
Accounts payable—Capital expenditures	—			27,025,119			—		—			27,025,119
Accrued expenses	8,914,043			11,645,167			—		—			20,559,210
Intercompany payables	—			192,559,049			—		(192,559,049		)	—
Deferred revenue	—			6,000,000			—		—			6,000,000
Total current liabilities	$	29,000,795		$	261,491,583		$	95,871	$	(192,559,049	)	$	98,029,200
Long-term debt	168,340,371			—			—		—			168,340,371
Amounts due to affiliates	20,105			—			9,748,609		—			9,768,714
Deferred revenue	—			1,000,000			—		—			1,000,000
Deferred tax liabilities	—			—			1,411,134		—			1,411,134
Total liabilities	$	197,361,271		$	262,491,583		$	11,255,614	$	(192,559,049	)	$	278,549,419
Stockholders’ Equity (Deficit):
Preferred Stock	32			—			—		—			32
Common Stock	16,570			1,000			—		(1,000		)	16,570
Additional paid in capital	39,099,048			—			—		—			39,099,048
Accumulated other comprehensive income	—			—			—		—			—
Accumulated deficit	(26,682,453		)	(39,108,559		)	—		—			(65,791,012		)
Total stockholders’ equity (deficit)	$	12,433,197		$	(39,107,559	)	$	—	$	(1,000	)	$	(26,675,362	)
Noncontrolling interest	—			—			2,706,667		—			2,706,667
Total Platinum stockholders’ equity (deficit)	$	12,433,197		$	(39,107,559	)	$	2,706,667	$	(1,000	)	$	(23,968,695	)
Total liabilities and stockholders’ equity (deficit)	$	209,794,468		$	223,384,024		$	13,962,281	$	(192,560,049	)	$	254,580,724

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2011

Assets	Parent (PES)			Guarantor (PPP)			Non-Guarantor Entities			Eliminations			Consolidated
Current assets:
Cash and cash equivalents	$	7,835,894		$	2,018,418		$	299,001		$	—		$	10,153,313
Accounts receivable, net	—			29,392,767			36,427			—			29,429,194
Available for sale investment securities	4,951,361			—			—			—			4,951,361
Inventory	—			5,272,073			—			—			5,272,073
Investment in subsidiary	1,000			—			—			(1,000		)	—
Prepayments and other current assets	538,378			7,025,442			—			—			7,563,820
Deferred tax asset	—			—			191,762			—			191,762
Intercompany receivables	173,460,201			—			—			(173,460,201		)	—
Total current assets	$	186,786,834		$	43,708,700		$	527,190		$	(173,461,201	)	$	57,561,523
Property and equipment, net	—			150,194,657			15,102,820			—			165,297,477
Other assets	14,052,383			2,124,360			—			—			16,176,743
Total assets	$	200,839,217		$	196,027,717		$	15,630,010		$	(173,461,201	)	$	239,035,743
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Line of credit	$	18,958,512		$	—		$	—		$	—		$	18,958,512
Accounts payable—Trade	914,572			9,826,934			95,900			—			10,837,406
Accounts payable—Capital expenditures	—			8,114,960			—			—			8,114,960
Accrued expenses	10,675,351			8,589,708			(29		)	—			19,265,030
Intercompany payables	—			173,460,201			—			(173,460,201		)	—
Deferred revenue	—			9,627,129			—			—			9,627,129
Total current liabilities	$	30,548,435		$	209,618,932		$	95,871		$	(173,460,201	)	$	66,803,037
Long-term debt	167,689,860			—			—			—			167,689,860
Amounts due to affiliates	—			—			11,105,056			—			11,105,056
Deferred revenue	—			3,500,000			—			—			3,500,000
Deferred tax liabilities	—			—			1,562,942			—			1,562,942
Total liabilities	$	198,238,295		$	213,118,932		$	12,763,869		$	(173,460,201	)	$	250,660,895
Stockholders’ Equity (Deficit):
Preferred Stock	20			—			—			—			20
Common Stock	15,535			1,000			—			(1,000		)	15,535
Additional paid in capital	25,240,012			—			—			—			25,240,012
Accumulated other comprehensive income	35,434			—			—			—			35,434
Accumulated deficit	(22,690,079		)	(17,092,215		)	—			—			(39,782,294		)
Total stockholders’ equity (deficit)	$	2,600,922		$	(17,091,215	)	—			$	(1,000	)	$	(14,491,293	)
Noncontrolling interest	—			—			2,866,141			—			2,866,141
Total Platinum stockholders’ equity (deficit)	$	2,600,922		$	(17,091,215	)	$	2,866,141		$	(1,000	)	$	(11,625,152	)
Total liabilities and stockholders’ equity (deficit)	$	200,839,217		$	196,027,717		$	15,630,010		$	(173,461,201	)	$	239,035,743

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS Three Months Ended June 30, 2012 (Unaudited)

	Parent (PES)			Guarantor (PPP)			Non-Guarantor Entities			Eliminations			Consolidated
Revenue	$	—		$	32,936,905		$	630,000		$	(630,000	)	$	32,936,905
Cost of services	—			(33,294,146		)	—			630,000			(32,664,146		)
Depreciation	—			(4,435,033		)	(816,664		)	—			(5,251,697		)
General and administrative expenses	(3,265,274		)	(976,153		)	(118		)	—			(4,241,545		)
Loss from operations	$	(3,265,274	)	$	(5,768,427	)	$	(186,782	)	$	—		$	(9,220,483	)
Interest income (expense), net	906,101			(8,357,080		)	33,263			—			(7,417,716		)
Loss before income tax	$	(2,359,173	)	$	(14,125,507	)	$	(153,519	)	$	—		$	(16,638,199	)
Income tax benefit (expense)	—			(135,085		)	75,132			—			(59,953		)
Net loss	$	(2,359,173	)	$	(14,260,592	)	$	(78,387	)	$	—		$	(16,698,152	)

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS Three Months Ended June 30, 2011 (Unaudited)

	Parent (PES)			Guarantor (PPP)			Non-Guarantor Entities			Eliminations			Consolidated
Revenue	$	—		$	801,914		$	630,000		$	(630,000	)	$	801,914
Cost of services	—			(1,946,215		)	(2,832		)	630,000			(1,319,047		)
Depreciation	—			(170,496		)	(886,644		)	—			(1,057,140		)
General and administrative expenses	(3,158,107		)	(192,736		)	(2,175		)	—			(3,353,018		)
Loss from operations	$	(3,158,107	)	$	(1,507,533	)	$	(261,651	)	$	—		$	(4,927,291	)
Interest income (expense), net	(4,040,918		)	—			48,415			—			(3,992,503		)
Loss before income tax	$	(7,199,025	)	$	(1,507,533	)	$	(213,236	)	$	—		$	(8,919,794	)
Income tax benefit	—			—			127,645			—			127,645
Net loss	$	(7,199,025	)	$	(1,507,533	)	$	(85,591	)	$	—		$	(8,792,149	)

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS Six Months Ended June 30, 2012 (Unaudited)

	Parent (PES)			Guarantor (PPP)			Non-Guarantor Entities			Eliminations			Consolidated
Revenue	$	—		$	73,071,941		$	1,260,000		$	(1,260,000	)	$	73,071,941
Cost of services	—			(66,505,763		)	—			1,260,000			(65,245,763		)
Depreciation	—			(8,696,745		)	(1,637,400		)	—			(10,334,145		)
General and administrative expenses	(5,685,509		)	(3,213,872		)	(118		)	—			(8,899,499		)
Loss from operations	$	(5,685,509	)	$	(5,344,439	)	$	(377,518	)	$	—		$	(11,407,466	)
Interest income (expense), net	1,693,135			(16,504,230		)	66,237			—			(14,744,858		)
Loss before income tax	$	(3,992,374	)	$	(21,848,669	)	$	(311,281	)	$	—		$	(26,152,324	)
Income tax benefit (expense)	—			(167,675		)	151,807			—			(15,868		)
Net loss	$	(3,992,374	)	$	(22,016,344	)	$	(159,474	)	$	—		$	(26,168,192	)

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS Six Months Ended June 30, 2011 (Unaudited)

	Parent (PES)			Guarantor (PPP)			Non-Guarantor Entities			Eliminations			Consolidated
Revenue	$	—		$	1,103,930		$	840,000		$	(840,000	)	$	1,103,930
Cost of services	—			(2,315,430		)	(12,538		)	840,000			(1,487,968		)
Depreciation	—			(234,884		)	(1,112,163		)	—			(1,347,047		)
General and administrative expenses	(5,492,936		)	(192,736		)	(2,175		)	—			(5,687,847		)
Loss from operations	$	(5,492,936	)	$	(1,639,120	)	$	(286,876	)	$	—		$	(7,418,932	)
Interest income (expense), net	(5,451,113		)	—			48,415			—			(5,402,698		)
Loss before income tax	$	(10,944,049	)	$	(1,639,120	)	$	(238,461	)	$	—		$	(12,821,630	)
Income tax benefit	—			—			108,775			—			108,775
Net loss	$	(10,944,049	)	$	(1,639,120	)	$	(129,686	)	$	—		$	(12,712,855	)

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Six Months Ended June 30, 2012 (Unaudited)

	Parent (PES)			Guarantor (PPP)			Non-Guarantor Entities			Eliminations			Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(3,992,374	)	$	(22,016,344	)	$	(159,474	)	$	—		$	(26,168,192	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation	—			8,696,745			1,637,400			—			10,334,145
Amortization of debt issuance costs and debt discounts	2,149,190			—			—			—			2,149,190
Deferred income taxes	—			—			(151,808		)	—			(151,808		)
Stock-based compensation expense	464,656			—			—			—			464,656
Write off of equity offering costs	2,273,805			—			—			—			2,273,805
Changes in assets and liabilities:
Accounts receivable	—			8,084,222			33,803			—			8,118,025
Intercompany receivables	(19,098,848		)	—			—			19,098,848			—
Inventory	—			(1,988,323		)	—			—			(1,988,323		)
Accounts payable and accrued expenses	2,295,835			17,490,774			(1,356,447		)	—			18,430,162
Intercompany payables	—			19,098,848			—			(19,098,848		)	—
Other current assets	(2,289,930		)	(7,021,850		)	—			—			(9,311,780		)
Deferred revenue	—			(6,127,129		)	—			—			(6,127,129		)
Net cash provided by (used in) operating activities	$	(18,197,666	)	$	16,216,943		$	3,474		$	—		$	(1,977,249	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of investment securities	$	—		$	—		$	—		$	—		$	—
Sale of investment securities	4,915,927			—			—			—			4,915,927
Purchase of and deposits for property and equipment	—			(10,319,664		)	—			—			(10,319,664		)
Other	—			—			—			—			—
Net cash provided by (used in) investing activities	$	4,915,927		$	(10,319,664	)	$	—		$	—		$	(5,403,737	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock	$	13,530,569		$	—		$	—		$	—		$	13,530,569
Repayment of line of credit	(3,958,512		)	—			—			—			(3,958,512		)
Payment of equity offering costs	(531,004		)	—			—			—			(531,004		)
Net cash provided by financing activities	$	9,041,053		$	—		$	—		$	—		$	9,041,053
Net increase (decrease) in cash and cash equivalents	$	(4,240,686	)	$	5,897,279		$	3,474		$	—		$	1,660,067
Cash and cash equivalents—Beginning	7,835,894			2,018,418			299,001			—			10,153,313
Cash and cash equivalents—Ending	$	3,595,208		$	7,915,697		$	302,475		$	—		$	11,813,380

PLATINUM ENERGY SOLUTIONS, INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Six Months Ended June 30, 2011 (Unaudited)

	Parent (PES)			Guarantor (PPP)			Non-Guarantor Entities			Eliminations			Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(10,944,049	)	$	(1,639,120	)	$	(129,686	)	$	—		$	(12,712,855	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation	—			234,884			1,112,163			—			1,347,047
Amortization of debt issuance costs and debt discounts	1,066,257			—			—			—			1,066,257
Deferred income taxes	—			—			(108,775		)	—			(108,775		)
Stock-based compensation expense	403,192			—			—			—			403,192
Changes in assets and liabilities:
Accounts receivable	—			(779,673		)	887,529			—			107,856
Intercompany receivables	(53,079,883		)	—			—			53,079,883			—
Accounts payable and accrued expenses	5,831,005			1,597,527			(741,828		)	—			6,686,704
Intercompany payables	—			53,079,883			—			(53,079,883		)	—
Other current assets	(1,330,882		)	(1,100,558		)	—			—			(2,431,440		)
Net cash provided by (used in) operating activities	$	(58,054,360	)	$	51,392,943		$	1,019,403		$	—		$	(5,642,014	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of investment securities	$	(5,658,116	)	$	—		$	—		$	—		$	(5,658,116	)
Sale of investment securities	2,500,000			—			—			—			2,500,000
Purchase of and deposits for property and equipment	—			(51,293,943		)	(60,422		)	—			(51,354,365		)
Other	—			—			6,986			—			6,986
Net cash used in investing activities	$	(3,158,116	)	$	(51,293,943	)	$	(53,436	)	$	—		$	(54,505,495	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from issuance of senior notes	$	112,428,600		$	—		$	—		$	—		$	112,428,600
Proceeds from issuance of preferred stock	20,000,000			—			—			—			20,000,000
Payment of debt issuance costs	(11,146,742		)	—			—			—			(11,146,742		)
Receipt of initial capital	(1,000		)	1,000									—
Release of restricted cash	6,637,493			—			—			—			6,637,493
Repayment of line of credit	(6,746,959		)	—			—			—			(6,746,959		)
Contribution from noncontrolling interests	—			—			(574,478		)	—			(574,478		)
Net cash provided by financing activities	$	121,171,392		$	1,000		$	(574,478	)	$	—		$	120,597,914
Net increase in cash and cash equivalents	$	59,958,916		$	100,000		$	391,489		$	—		$	60,450,405
Cash and cash equivalents—Beginning	1,431,595			—			—			—			1,431,595
Cash and cash equivalents—Ending	$	61,390,511		$	100,000		$	391,489		$	—		$	61,882,000

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the accompanying unaudited condensed consolidated financial statements as of June 30, 2012 and for the three and six months ended June 30, 2012 and 2011 included elsewhere herein, and with our special report on Form 10-K for the year ended December 31, 2011. The following discussion and analysis contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, including those set forth elsewhere in this quarterly report on Form 10-Q. See “Forward-Looking Statements” above.

In this report, the “Company,” “we,” or “Platinum” refers to Platinum Energy Solutions, Inc. and its subsidiaries unless the context otherwise requires.

Overview

We are a Houston, Texas based oilfield services provider specializing in premium hydraulic fracturing, coiled tubing and other pressure pumping services. We started providing hydraulic fracturing services on August 29, 2011 to Petrohawk Energy Corporation (“Petrohawk”) in the Eagle Ford Shale. We started providing acid fracturing services on October 24, 2011 to El Paso in the Altamont Field in Utah. We commenced hydraulic fracturing services for Encana Oil & Gas (USA), Inc. (“Encana”) in the Haynesville Shale on November 29, 2011. In addition to the two hydraulic fracturing fleets we have purchased to service Petrohawk and Encana, we have purchased a substantial portion of a third hydraulic fracturing fleet and have deposits on fourth and fifth hydraulic fracturing fleets. The delivery of the equipment for these additional fleets is currently on hold and we are working closely with the equipment manufacturers as to when, or if, we will take delivery of the equipment. We utilize modern, high pressure-rated fracturing equipment that allows us to handle challenging geological environments, reduce operating costs, increase asset utilization and deliver excellent customer service. In addition, we have a contract for wet sand supply and physical capabilities around the transport, processing and storage of sand used in the hydraulic fracturing process. We believe this will be a competitive advantage, particularly given the current market constraint in the supply of dry sand. Our management team has extensive industry experience providing completion and workover services to exploration and production (“E&P”) companies.

Our Business

General

Historically, our revenue has been derived from the performance of coiled tubing and pressure pumping services. Since the end of August 2011, we have provided hydraulic fracturing services which currently provides, and we believe will continue to provide, the primary revenue source for the Company. Our revenue from coiled tubing and pressure pumping services has been, and we believe will continue to be, derived from prevailing market rates for coiled tubing and pressure pumping services, together with associated charges for stimulation fluids, nitrogen and coiled tubing materials.

Hydraulic Fracturing Services

Our revenues from hydraulic fracturing are derived from per-stage fees (often with monthly minimums) for the committed hydraulic fracturing fleets under term contracts, together, in some instances, with associated charges or handling fees for chemicals and proppants that are consumed during the fracturing process. The Company continues to seek additional long term arrangements with respect to our hydraulic fracturing fleets in the future. However, the Company may also seek additional revenue opportunities in the spot or short-term market, similar to our coiled tubing and pressure pumping arrangements.

Coiled Tubing Services

We provide coiled tubing services in the spot or short-term market. Coiled tubing is a key segment of the well service industry that allows operators to continue production during service operations without shutting down the well, reducing the risk of formation damage. The growth in deep well and horizontal drilling has increased the market for coiled tubing. Coiled tubing services involve using flexible steel pipe inserted into oil and gas wells to perform a variety of services. This flexible steel pipe, known as coiled tubing, is typically thousands of feet long and coiled onto a specialty truck. The small diameter of coiled tubing allows it to be inserted through production tubing, allowing work to be done on an active well. Coiled tubing provides many advantages over costlier workover rigs. For example, wells do not have to cease production (shut in) during most coiled tubing

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operations, reducing the risk of damaging the formation. Additionally, coiled tubing can be inserted and removed more quickly than conventional pipe, which must be joined and unjoined. Coiled tubing also allows for the precise directing of fluids and treatment chemicals in a wellbore, resulting in better stimulation treatments.

Other Pressure Pumping Services

We also provide cementing and other pressure pumping services to our customers. Cementing services use pressure pumping equipment to deliver a slurry of liquid cement that is pumped down a well between the casing and the borehole. The principal use of cementing is known as primary cementing. Primary cementing provides isolation between fluid zones behind the casing to minimize potential damage to hydrocarbon bearing formations or the integrity of freshwater aquifers, and provides structural integrity for the casing by securing it to the earth. Cementing is also done when recompleting wells, where one zone is plugged and another is opened. Plugging and abandoning wells also requires cementing services. In addition to cementing services, we expect to provide other pressure pumping services, which will include well injection, cased-hole testing, workover pumping, mud displacement and wireline pumpdowns. Our customers would utilize these other pressure pumping services in connection with the completion of new wells and remedial and production enhancement work on existing wells.

Results of Operations

Our results of operations are driven primarily by four interrelated variables: (1) drilling and stimulation activities of our customers; (2) prices we charge for our services; (3) cost of products, materials and labor; and (4) our service performance. Because we bill the cost of raw materials, such as proppants, sand, and chemicals, to our customers in our term contracts, our profitability is not materially impacted by changes in the costs of such materials. To a large extent, the pricing environment for our services will dictate our level of profitability.

The following table presents selected information regarding the results of operations of our business for the three months ended June 30, 2012 and 2011, respectively:



	Three Months Ended			Three Months Ended
	June 30, 2012			June 30, 2011
Revenue	$	32,936,905		$	801,914
Cost of services	(32,664,146		)	(1,319,047		)
Depreciation	(5,251,697		)	(1,057,140		)
General and administrative expense	(4,241,545		)	(3,353,018		)
Loss from operations	$	(9,220,483	)	$	(4,927,291	)
Interest expense, net	(7,417,716		)	(3,992,503		)
Loss before income tax	$	(16,638,199	)	$	(8,919,794	)
Income tax benefit (expense)	(59,953		)	127,645
Net loss	$	(16,698,152	)	$	(8,792,149	)

Three Months Ended June 30, 2012 compared to the Three Months Ended June 30, 2011

Revenues. For the three-month period ended June 30, 2012 we had $32.9 million of revenue of which approximately 91.7% was generated from hydraulic fracturing services, 4.7% from coil tubing services and 3.6% from other pressure pumping services. Compared to the $0.8 million of revenue in the three-month period ended June 30, 2011, of which approximately 75.3% and 24.7% was generated from coil tubing services and other pressure pumping services, respectively, we substantially increased our revenue during the current quarter due primarily to hydraulic fracturing services that we commenced during the third quarter of 2011.

Cost of Services. Our cost of services, excluding depreciation, for the three-month period ended June 30, 2012 was approximately $32.7 million, which was primarily related to costs of materials, labor, spare parts and fuel used in hydraulic fracturing, coil tubing and other pressure pumping services, as compared to $1.3 million for the same period in the prior year. The significant increase in cost of services of $31.3 million was the result of commencing hydraulic fracturing services during the third quarter of 2011.

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Depreciation. Our depreciation expense for the three-month period ended June 30, 2012 was approximately $5.3 million, an increase of $4.2 million over the comparable prior year period, primarily related to the addition of significant new hydraulic fracturing and coil tubing equipment acquired during the second half of 2011 and early 2012. Our depreciation expense for the three-month period ended June 30, 2011 was approximately $1.1 million due to our then relatively early stage of operations.

General and administrative expense. General and administrative expenses were $4.2 million for the three-month period ended June 30, 2012 and were comprised primarily of professional fees for legal and accounting services, payroll related costs and insurance expenses. The increase of $0.9 million over the comparable period of the prior year was primarily due to the write-off of previously deferred costs associated with our contemplated equity offering which has been suspended totaling $2.3 million during the second quarter of 2012.

Interest expense, net. Interest expense, net of $7.4 million for the three-month period ended June 30, 2012 was primarily attributable to our 14.25% Senior Notes. The increase of $3.4 million over the comparable period of the prior year was primarily due to the issuance of the Additional Senior Notes and the payment-in-kind of the first interest payment on the Original Senior Notes in September 2011.

Income Tax Benefit (Expense). Our income tax expense for the three-month period ended June 30, 2012 of $59,953 relates to state taxes for Platinum offset by the benefit we recognized on the operating loss of our consolidated variable interest entity. Our effective income tax rate for the 2012 and 2011 periods was approximately 0.4% and 1.4%, respectively, due to the valuation allowance established against our loss carryforwards.

The following table presents selected information regarding the results of operations of our business for the six months ended June 30, 2012 and 2011, respectively:



	Six Months Ended			Six Months Ended
	June 30, 2012			June 30, 2011
Revenue	$	73,071,941		$	1,103,930
Cost of services	(65,245,763		)	(1,487,968		)
Depreciation	(10,334,145		)	(1,347,047		)
General and administrative expense	(8,899,499		)	(5,687,847		)
Loss from operations	$	(11,407,466	)	$	(7,418,932	)
Interest expense, net	(14,744,858		)	(5,402,698		)
Loss before income tax	$	(26,152,324	)	$	(12,821,630	)
Income tax benefit (expense)	(15,868		)	108,775
Net loss	$	(26,168,192	)	$	(12,712,855	)

Six Months Ended June 30, 2012 compared to the Six Months Ended June 30, 2011

Revenues. For the six-month period ended June 30, 2012 we had $73.1 million of revenue of which approximately 89.3% was generated from hydraulic fracturing services, 7.9% from coil tubing services and 2.8% from other pressure pumping services. Compared to the $1.1 million of revenue in the six-month period ended June 30, 2011, of which approximately 72.6% and 27.4% was generated from coil tubing services and other pressure pumping services, respectively, we substantially increased our revenue during the current year period due primarily to hydraulic fracturing services that we commenced during the third quarter of 2011.

Cost of Services. Our cost of services, excluding depreciation, for the six-month period ended June 30, 2012 was approximately $65.2 million, which was primarily related to costs of materials, labor, spare parts and fuel used in hydraulic fracturing, coil tubing and other pressure pumping services, as compared to $1.5 million for the same period in the prior year. The significant increase in cost of services of $63.8 million was the result of commencing hydraulic fracturing services during the third quarter of 2011, as well as a full six-month period of operations in 2012 as compared to approximately four months of operations in the 2011 period.

Depreciation. Our depreciation expense for the six-month period ended June 30, 2012 was approximately $10.3 million, an increase of $9.0 million over the comparable prior year period, primarily related to the addition of significant new hydraulic fracturing and coil tubing equipment acquired during the second half of 2011 and early 2012. Our depreciation expense for the

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six-month period ended June 30, 2011 was approximately $1.3 million due to our then early stage of operations.

General and administrative expense. General and administrative expenses were $8.9 million for the six-month period ended June 30, 2012 and were comprised primarily of professional fees for legal and accounting services, payroll related costs, including share-based compensation expense, and insurance expense. The increase of $3.2 million over the comparable period of the prior year was primarily due to the write-off of previously deferred costs associated with our contemplated equity offering which has been suspended totaling $2.3 million during the second quarter of 2012.

Interest expense, net. Interest expense, net of $14.7 million for the six-month period ended June 30, 2012 was primarily attributable to our 14.25% Senior Notes. The increase of $9.3 million over the comparable period of the prior year was primarily due to incurring a full six months of interest expense on both of the Original and Additional Senior Notes for the six-months ended June 30, 2012 as compared to only four months of interest expense on the Original Senior Notes during the six-months ended June 30, 2011.

Income Tax Benefit (Expense). Our income tax expense for the six-month period ended June 30, 2012 of $15,868 relates to state taxes for Platinum offset by the benefit we recognized on the operating loss of our consolidated variable interest entity. Our effective income tax rate for the 2012 and 2011 periods was approximately 0.1% and 0.8%, respectively, due to the valuation allowance established against our loss carryforwards.

Off-Balance Sheet Arrangements

As of June 30, 2012, we had no off-balance sheet arrangements other than as disclosed in Note 13 of our condensed consolidated financial statements included in Part I, Item 1 of this quarterly report on Form 10-Q.

Liquidity and Capital Resources

Our primary sources of liquidity to date have been the net proceeds received from our debt and equity offerings completed in March 2011, September 2011, and March 2012, as well as borrowings under our revolving lines of credit and cash flows from operations. Our primary uses of capital have been the acquisition of equipment and general administrative expenses. We monitor potential capital sources, including equity and debt financings, in order to meet our liquidity requirements and planned capital expenditures.

The successful execution of our growth strategy depends on, among other things, an increase in market demand for our services, our ability to obtain additional hydraulic fracturing services contracts as well as coiled tubing and other pressure pumping jobs, and our ability to raise capital as needed to, among other things, finance the purchase of additional hydraulic fracturing fleets to meet such market demand. If we are unable to obtain additional capital on favorable terms or at all, we may be unable to sustain or increase our current level of growth in the future. The availability of equity and debt financing will be affected by prevailing economic conditions in our industry and financial, business and other factors, many of which are beyond our control.

Our ability to satisfy debt service obligations, fund operations, and fund future capital expenditures will depend upon our future operating performance, and more broadly, on the availability of equity and debt financing, which will be affected by prevailing economic conditions, market conditions in the E&P industry and financial, business and other factors, many of which are beyond our control. We believe that our cash on hand, our expected operating performance, and borrowings available under our credit facilities will be adequate to meet operational needs for the next twelve months.

Sources and Uses of Cash

Net cash used in operating activities was $2.0 million during the six months ended June 30, 2012, primarily attributable to our net loss of $26.2 million during the first six-months of 2012 offset by changes in our working capital of $9.1 million, depreciation expense of $10.3 million and approximately $4.7 million of non-cash expenses. Net cash used in operating activities was $5.6 million during the six months ended June 30, 2011, primarily attributable to our net loss of $12.7 million during the 2011 period offset by changes in our working capital of $4.4 million and approximately $2.7 million of non-cash expenses.

Net cash used in investing activities was $5.4 million during the six months ended June 30, 2012, of which $10.3 million was attributable to our purchases of and deposits on property and equipment, offset by $4.9 million proceeds from sales of our investment securities. Net cash used in investing activities was $54.5 million during the six months ended June 30, 2011, primarily attributable to our purchase of and deposits on property and equipment of $51.4 million and $5.7 million purchase of investment

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securities, offset by $2.5 million proceeds from sale of investment securities.

Net cash provided by financing activities was $9.0 million during the six months ended June 30, 2012, primarily related to the proceeds of $13.5 million received from our March 2012 stock offering, offset by the $4.0 million repayment of our Morgan Stanley Facility and $0.5 million payment of equity offering costs primarily related to our planned initial public offering. Net cash provided by financing activities was $120.6 million during the six months ended June 30, 2011, primarily attributable to net proceeds from issuance of the Original Senior Notes and preferred stock of approximately $132.4 million, offset by payments of debt issuance costs of $11.1 million.

The Company had a net increase in cash and cash equivalents of $1.7 million and $60.5 million during the six months ended June 30, 2012 and 2011, respectively. The Company had cash and cash equivalents of $11.8 million and $10.2 million as of June 30, 2012 and December 31, 2011, respectively.

Assets and Liabilities

Total assets were $254.6 million as of June 30, 2012, which is an increase of $15.5 million when compared to the total assets of $239.0 million as of December 31, 2011. The increase is primarily attributable to the addition of $9.5 million in hydraulic fracturing equipment, net of depreciation, during the first six months of 2012.

Total liabilities were $278.5 million as of June 30, 2012, which is an increase of $27.9 million when compared to December 31, 2011. The increase is primarily attributable to a $18.6 million increase in trade accounts payables and an increase of approximately $18.9 million related to capital additions, offset by a repayment of $4.0 million on our line of credit balance, and a $6.1 million reduction in deferred revenue in connection with our delivery of certain hydraulic fracturing services during the first six months of 2012.

Total stockholders’ deficit attributable to the Company was $24.0 million as of June 30, 2012, which is an increase of $12.3 million when compared to the $11.6 million deficit as of December 31, 2011. The net increase is primarily due to the net loss incurred during the first six months of 2012 of $26.0 million, offset by the completion of March 30, 2012 stock offering of $13.5 million.

Debt and Contractual Obligations

Our total debt, including current maturity, as of June 30, 2012 and December 31, 2011 was $183.3 million and $186.6 million, respectively. For additional information about our contractual obligations, see Notes 7 and 14 of the notes to our consolidated financial statements included in Part II, Item 8 of our special report on Form 10-K for the year ended December 31, 2011. As of June 30, 2012, there were no material changes to the disclosures regarding our contractual obligations made in the special report, except as disclosed herein.

Recent Accounting Pronouncements

In May 2011, the FASB issued Accounting Standards Update (“ASU”) No. 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. This ASU was issued to provide largely identical guidance about fair value measurement and disclosure requirements with the new International Financial Reporting Standard No. 13, Fair Value Measurement. The ASU does not extend the use of fair value but, rather, provides guidance about how fair value should be applied where it already is required or permitted under U.S. GAAP. Most of the changes were clarifications of existing guidance or wording changes. ASU No. 2011-04 should be applied prospectively and is effective, for a public entity, beginning after December 15, 2011. For a nonpublic entity, the ASU is effective for annual periods beginning after December 15, 2011. We adopted ASU No. 2011-04 in the first quarter of 2012 and do not expect the adoption of the ASU to have a material effect on our financial position, results of operations, cash flows and disclosures.

In June 2011, the FASB issued ASU No. 2011-05, Presentation of Comprehensive Income. This ASU increases the prominence of other comprehensive income in financial statements. Under this ASU, an entity will have the option to present the components of net income and comprehensive income in either one or two consecutive financial statements. The ASU eliminates the option in U.S. GAAP to present other comprehensive income in the statement of changes in equity. ASU No. 2011-05 should be applied retrospectively and is effective, for a public entity, beginning after December 15, 2011. For a nonpublic entity, the ASU is effective for fiscal years ending after December 15, 2012. We adopted ASU No. 2011-05 in the first quarter of 2012 and do not expect the adoption of the ASU to have a material effect on our financial position, results of operations, cash flows and disclosures.

In December 2011, the FASB issued ASU No. 2011-12, Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05. Under ASU No. 2011-05, entities are required to present reclassification adjustments (to subsequently reclassify all items of accumulated other comprehensive income (“AOCI”) to net income or profit or loss) and the effect of those adjustments on the face of the financial statements where net income is presented, by component of net income, and on the face of the financial statements where other comprehensive income (“OCI”) is presented, by component of OCI. In addition, ASU No. 2011-05 requires that reclassification adjustments be presented in interim financial periods. ASU No. 2011-12 amends the requirements in ASU No. 2011-05 such that an entity may present those adjustments out of AOCI on the face of the financial statement in which OCI is presented or in the notes to the financial statements. ASU No. 2011-12 is effective for public entities for fiscal years, and interim periods within those years, beginning after December 15, 2011. For nonpublic entities, the ASU is effective for fiscal years ending after December 15, 2012, and interim and annual periods thereafter. We adopted ASU No. 2011-12 in the first quarter of 2012. The adoption of the ASU had no effect on our financial position, results of operations, cash flows and disclosures.

ITEM 4. CONTROLS AND PROCEDURES

Based on their evaluation as of the end of the period covered by this quarterly report on Form 10-Q, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures, as defined in Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934 (the "Exchange Act"), were effective as of June 30, 2012.

During the second quarter of 2012, the following changes in our internal control over financial reporting occurred that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting: i) supplemental training was provided to the financial reporting personnel responsible for the preparation of our cash flow statement, ii) a process to compile the quarterly cash payments for capital expenditures and the changes in accounts payable attributable to capital additions was implemented to improve the effectiveness of the compilation of our statement of cash flows, and iii) a periodical reconciliation control was added to enhance our monitoring controls and further mitigate detection risk related to the preparation of our statement of cash flows.

As previously reported, management concluded that the Company's disclosure controls and procedures were not effective as of March 31, 2012 due to the existence of a material weakness in our internal control over financial reporting pertaining to the preparation and review of our statement of cash flows. Management believes that the changes in our internal control over financial reporting noted above have remediated the previously reported material weakness.

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PART II — OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On March 30, 2012, the Company issued and sold 2,700,000 shares of common stock, at $5.00 per share for a total of $13,500,000, to certain investors and current stockholders of the Company, including Clearlake Capital Group (“CCG”) and Mr. Charles L. Moncla, Jr., the Company’s Chairman of the Board and Chief Executive Officer. The common stock is immediately exchangeable into convertible preferred stock of the Company upon approval of the issuance and terms of such convertible preferred stock by the stockholders of the Company at a duly called meeting. As consideration for CCG’s and Mr. Moncla’s agreement to purchase any unpurchased common stock in this offering, the Company agreed to issue at closing 518,984 warrants to CCG and Mr. Moncla, with each of them receiving a pro rata portion of the warrants in proportion to their existing ownership of common stock of the Company. Each warrant is convertible into one share of common stock, has an exercise price of $3.00 per share and a 10-year term. In addition, other investors received at closing a pro rata portion of 518,984 warrants in proportion to the investment amount purchased by such investor to the total amount purchased by all investors. Each such warrant is convertible into one share of common stock of the Company, has an exercise price of $3.00 per share and a 10-year term.

In May 2012, the Company issued 12,388 shares of Series B Preferred Stock in exchange for 2,477,600 shares of common stock sold in the March 30, 2012 transaction discussed above.

ITEM 6. EXHIBITS.



Exhibit Number		Description of Document
10.1*		Amended and Restated Stockholders Agreement dated as of May 9, 2012 by and among the Company, holders of the Company's Series A Preferred Stock and holders of the Company's Series B Preferred Stock.
10.2*		First Amendment, dated May 11, 2012, to the Credit Agreement dated December 28, 2011 by and among JPMorgan Chase Bank, N.A., the Company and Platinum Pressure Pumping, Inc.
31.1*		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32**		Certification of the Chief Executive Officer and the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS**		XBRL Instance Document
101.SCH**		XBRL Taxonomy Extension Schema Document
101.CAL**		XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB**		XBRL Taxonomy Extension Label Linkbase Document
101.PRE**		XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF**		XBRL Taxonomy Extension Definition Linkbase Document

* Filed herewith.

** Furnished herewith.

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SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



		PLATINUM ENERGY SOLUTIONS, INC.

Date:	August 17, 2012	By:	/s/ L. CHARLES MONCLA, JR.
			L. Charles Moncla, Jr.
			Chairman and Chief Executive Officer

Date:	August 17, 2012	By:	/s/ J. CLARKE LEGLER, II
			J. Clarke Legler, II
			Chief Financial Officer and Secretary

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EXHIBIT INDEX



Exhibit Number		Description of Document
10.1*		Amended and Restated Stockholders Agreement dated as of May 9, 2012 by and among the Company, holders of the Company's Series A Preferred Stock and holders of the Company's Series B Preferred Stock.
10.2*		First Amendment, dated May 11, 2012, to the Credit Agreement dated December 28, 2011 by and among JPMorgan Chase Bank, N.A., the Company and Platinum Pressure Pumping, Inc.
31.1*		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32**		Certification of the Chief Executive Officer and the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS**		XBRL Instance Document
101.SCH**		XBRL Taxonomy Extension Schema Document
101.CAL**		XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB**		XBRL Taxonomy Extension Label Linkbase Document
101.PRE**		XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF**		XBRL Taxonomy Extension Definition Linkbase Document

* Filed herewith.

** Furnished herewith.

EXHIBIT 10.1

AMENDED AND RESTATED

STOCKHOLDERS AGREEMENT

This AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”) is made as of May 9, 2012 by and among Platinum Energy Solutions Inc., a Nevada corporation (the “Company”), the holders acquiring units consisting of the Company's Common Stock and Series A Preferred Stock set forth on Schedule A attached hereto (the “Series A Investors”), the holders of the Company's Series B Preferred Stock set forth on Schedule A attached hereto (the “Series B Investors” together with the Series A Investors, the “Investors”) and each other stockholder of the Company that has become a party to this Agreement and identified on Schedule A attached hereto (collectively with the Investors, “Stockholders”).

RECITALS

WHEREAS, the Company and the Stockholders are parties to that certain Stockholders Agreement dated as of March 3, 2011, as amended by the First Amendment to Stockholders Agreement dated January 19, 2012, and the Second Amendment to Stockholders Agreement dated March 6, 2012 (collectively, the “Original Agreement”);

WHEREAS, the Company offered and sold 2,700,000 shares of its Common Stock to certain Stockholders and directors of the Company (the “Offering”), and which shares are immediately exchangeable into shares of Series B Preferred Stock once authorized by the Company's Amended and Restated Articles of Incorporation and as otherwise provided in that certain Stock Purchase Agreement dated March 21, 2012 (the “Series B Purchase Agreement”);

WHEREAS, in connection with such Offering, the Company and the Stockholders desire to amend and restate the Original Agreement to reflect the rights of the Series B Investors and certain other matters as set forth herein.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledge, the parties hereto agree as follows:


1.	Registration Rights.

1.Definitions. For purposes of this Agreement:

(a)“Affiliate” of any specified Person means (a) any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with such specified Person, including, without limitation, any partner, officer, director, member, employee or advisor of such Person and, which respect to any Person that is an investment fund, any investment fund now or hereafter existing which is controlled by or under common control with one or more general partners or managers of such Person and any limited partners thereof, and (b) any director or officer of such specified Person. For purposes of this definition, “control,” as used with respect to any Person, means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of such Person, whether through the ownership of voting securities, by agreement or otherwise; provided, that beneficial ownership of 10% or more of the voting stock of a Person shall be deemed to be control. For purposes of this definition, the terms “controlling,” “controlled by” and “under common control with” have correlative meanings.

(b)“Board” means the board of directors of the Company.

(c)“Business Day” means any day other than a Legal Holiday.

(d)“Common Stock” means the common stock, par value $0.001 per share, of the Company and any shares now or hereafter authorized of any class of common shares of the Company however designated, that has the right (subject to any prior rights of any class or series of preferred stock) to participate in any distribution of the assets or earnings of the Company without limit as to per share amount.

(e)“Exchange Act” means the U.S. Securities Exchange Act of 1934, as amended.

(f)“FINRA” means the Financial Industry Regulatory Authority.

(g)“Holder” means any person owning or having the right to acquire Restricted Securities or any assignee thereof in accordance with Section 2.8 hereof.

(h)“Indenture” means the indenture, dated as of March 3, 2011 by and among the Company, the guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as collateral agent, relating to the Notes.

(i)“IPO” means the Company's first firm commitment underwritten public offering of its Common Stock under the Securities Act that is approved by at least four-fifths of the members of the Board. For the purposes hereof, a Qualified IPO shall be deemed an IPO.

(j)“Legal Holiday” means a Saturday, a Sunday or a day on which banking institutions in the City of New York remain closed.

(k)“Management Holders” means (a) any of (i) Daniel T. Layton; (ii) J. Clarke Legler, II; (iii) L. Charles Moncla, Jr.; (iv) Milburn J. Duconte; and (v) Rodney P. Dartez; and (b) any Related Party of any one or more of the Persons listed in clause (a) above.

(l)“Person” means an individual, a partnership, a corporation, a limited liability company, an association, a joint stock company, a trust, a joint venture, and unincorporated organization and a governmental entity or any department, agency or political subdivision thereof.

(m)“Preferred Stock” means the Series A Preferred Stock, par value $0.001 per share and the Series B Preferred Stock, par value $0.001 per share, of the Company.

(n)“Prospectus” means the prospectus included in a Registration Statement at the time such Registration Statement is declared effective, as amended or supplemented by any prospectus supplement and by all other amendments thereto, including post-effective amendments, and all material incorporated by reference into such prospectus.

(o)“Qualified IPO” means an initial public offering of the Company's equity securities in a nationally recognized exchange with total proceeds available to the public of $50 million or more and an implied pre-money equity market capitalization of at least $125 million.

(p)“Registrable Security” means (i) the Shares and (ii) any other securities issued or issuable with respect to the Shares by way of Common Stock dividend or split of Common Stock or in connection with a combination of Common Stock, recapitalization, merger, consolidation or other reorganization, including, without limitation, a conversion by the Company into a corporation, or otherwise. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when:

(a) a Registration Statement with respect to the offering of such securities by the holder thereof shall have been declared effective under the Securities Act and such securities shall have been disposed of by such holder pursuant to such Registration Statement, (b) such securities are freely transferable without registration or limitation under Rule 144 (or any similar provisions then in force, but not Rule 144A) promulgated under the Securities Act, (c) such securities shall have been otherwise transferred by the holder thereof and new certificates for such securities not bearing a legend restricting further transfer shall have been delivered by the Company or its transfer agent and subsequent disposition of such securities shall not require registration or qualification under the Securities Act or any similar state law then in force, or (d) such securities shall have ceased to be outstanding.

(q)“Registration Expenses” means all expenses incident to the Company's performance of or compliance with Section 2 of this Agreement regardless of whether a Registration Statement becomes effective, including, without limitation, (a) all SEC, stock exchange and FINRA registration and filing fees and expenses, (b) fees and expenses of compliance with securities or “blue sky” laws (including, without limitation, reasonable fees and disbursements of counsel for the underwriters in connection with “blue sky” qualifications of the Registrable Securities), (c) fees and expenses of preparing, printing, filing, duplicating and distributing the Registration Statement and the related Prospectus, (d) the cost of printing stock certificates, (e) the cost and charges of any transfer agent and rating agency fees, (f) printing, messenger, telephone and delivery expenses, (g) fees and disbursements of counsel for the Company and all independent certified public accountants, (h) the fees and disbursements of underwriters customarily paid by issuers or sellers of securities (but not including any underwriting discounts or commissions or transfer taxes, if any, attributable to the sale of Registrable Securities by Selling Holders) and (i) reasonable fees and expenses of one counsel for all Selling Holders. In no event shall the Company be responsible for any broker or similar commissions of any Selling Holders, or to the extent provided herein, any legal fees or other costs of the Selling Holders

(r)“Registration Statement” means any registration statement of the Company relating to the registration for resale of Registrable Securities that is filed pursuant to the provisions of this Agreement and including the Prospectus included therein, all amendments and supplements thereto (including post-effective amendments) and all exhibits and all material incorporated by reference therein.

(s)“Related Party” means (i) any spouse, family member or relative of Daniel T. Layton, J. Clarke Legler, II, L. Charles Moncla, Jr., Milburn J. Ducote, and Rodney P. Dartez; (ii) any spouse, family member or relative of any spouse, family member or relative referred to in clause (i) above; (iii) any estate, executor, administrator, committee or beneficiary of Daniel T. Layton, J. Clarke Legler, II, L. Charles Moncla, Jr., Milburn J. Ducote, and Rodney P. Dartez and/or any Person described in clause (i) or (ii) above; (iv) any trust for the benefit of any one or more of Daniel T. Layton, J. Clarke Legler, II, L. Charles Moncla, Jr., Milburn J. Ducote, and Rodney P. Dartez and/or any Person described in the clause (i), (ii) or (iii) above; and (v) any corporation, partnership, limited liability company or other business entity in which any one or more of Daniel T. Layton, J. Clarke Legler, II, L. Charles Moncla, Jr., Milburn J. Ducote, and Rodney P. Dartez and/or any Person described in clause (i), (ii), (iii) or (iv) above beneficially holds (directly or indirectly through other Persons described in clause (iii) or (iv) above or this clause (v)) in the aggregate a majority (or more) of the equity or other controlling interests.

(t)“Restricted Securities” means the Registrable Securities and the Preferred Stock.

(u)“Rule 144” means Rule 144 promulgated under the Securities Act.

(v)“Rule 144A” means Rule 144A promulgated under the Securities Act.

(w)“Sale of the Company” shall mean a single transaction or a series of transactions pursuant to which an unaffiliated Person or Persons acquire (i) capital stock of the Company possessing the voting power to elect a majority of the Company's Board or more than fifty percent (50%) of the voting power of the Company (whether by merger, consolidation or sale or transfer of the Company's capital stock), provided, however, (a) that an IPO that results in an acquisition of voting power shall not be a Sale of the Company and (b) a merger shall not be a Sale of the Company as long as the stockholders of the Company own a majority of the common stock of the surviving entity immediately following the merger); or (ii) all or a substantial portion of the Company's assets determined on a consolidated basis.

(x)“SEC” means the United States Securities and Exchange Commission.

(y)“Securities Act” means the U.S. Securities Act of 1933, as amended.

(z)“Selling Holder” means a Holder who is selling Registrable Securities in accordance with the provisions of this Agreement.

(aa)“Series A Preferred Stock” means the Series A Preferred Stock, par value $0.001 per share, of the Company.

(ab)“Series B Preferred Stock” means the Series B Preferred Stock, par value $0.001 per share, of the Company.

(ac)“Series A Purchase Agreement” means that certain Stock Unit Purchase Agreement dated March 3, 2011, by and among the Company and the Series A Investors.

(ad)“Shares” mean (i) the Common Stock, (ii) the Common Stock issuable or issued upon conversion of the Series B Preferred Stock and the Warrants, and (iii) all other securities of the Company which may be issued in exchange for, or in respect of, the Shares, whether by way of stock splits, dividends, combination, reclassification, reorganization or by any other means), now owned or hereafter acquired by any stockholder of the Company.

(ae)“2011 Warrants” means the Warrants as defined in the Series A Purchase Agreement.

(af)“2012 Warrants” means the Commitment Fee Warrants and the Backstop Fee Warrants, each as defined in the Series B Purchase Agreement.

(ag)“Warrants” means the 2011 Warrants and the 2012 Warrants.


2.	Registration Rights.

1.Piggy-Back Registration Rights. If the Company proposes to file a Registration Statement under the Securities Act (other than a Registration Statement on Form S-4 or S-8 (or any successor form)) with respect to any class of equity securities of the Company, whether or not for its own account, then the Company shall give written notice of such proposed filing to the Holders of Registrable Securities as soon as practicable (but in no event fewer than 10 Business Days before the anticipated filing date), and such notice shall offer such Holders the opportunity to register such number of Registrable Securities as each such Holder may request in writing within 10 days after receipt of such written notice from the Company (which request shall specify the Registrable Securities intended to be disposed of by such Selling Holder) (a “Piggy-Back Registration”). Upon the written request of any such Selling Holder made within 10 days after the receipt of any such notice (which request shall specify the number of Registrable Securities intended to be disposed of by such Selling Holder and the intended method of disposition thereof, which shall be on the same terms and conditions as the securities of the Company or other security holder included in the registration statement), the Company shall, subject to the terms of this Agreement, effect the registration under the Securities Act of all Registrable Securities which the Company has been so requested to register by the Holders thereof, to the extent required to permit the disposition (in accordance with the intended methods thereof) of the Registrable Securities so to be registered, on the same terms and conditions as the securities of the Company or other security holder included in the registration statement by inclusion of such Registrable Securities in the Registration Statement that covers the securities that the Company proposes to register; provided, that if at any time after giving written notice of its intention to register any securities and prior to the effective date of the Registration Statement filed in connection with such registration, the Company shall determine for any reason either not to register or to delay registration of such securities, the Company may, at its election, give written notice of such determination to each Selling Holder and, thereupon, (i) in the case of a determination not to register shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from its obligation to pay the Registration Expenses in connection therewith) and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Registrable Securities, for the same period as the delay in registering such other securities.

2.Inclusion in Registered Offering; Withdrawal. The Company shall cause the managing underwriter or underwriters of such proposed offering to permit the Registrable Securities requested to be included in a Piggy-Back Registration to be included on the same terms and conditions as any similar securities of the Company or any other selling security holder included therein and to permit the sale or other disposition of such Registrable Securities in accordance with the intended method of distribution thereof. Any Selling Holder shall have the right to withdraw its request for inclusion of its Registrable Securities in any Registration Statement pursuant to these provisions by giving written notice to the Company of its request to withdraw no less than 15 Business Days prior to the effective date of such Registration Statement.

3.Payment of Registration Expenses. The Company shall pay all Registration Expenses in connection with registration of Registrable Securities requested pursuant to this Section 2, and the Selling Holders shall pay the underwriting discounts, commissions, and transfer taxes, if any, relating to the sale of such Selling Holders' Registrable Securities pursuant to this Section 2.

4.Underwriter Cut-Back; Priority in Piggy-Back Registrations. If a registration pursuant to this Section 2 involves an underwritten offering of the securities so being registered, whether or not for sale for the account of the Company, the Company shall, if requested by any Selling Holder and subject to the provisions of this Section 2, arrange for such underwriters to include all the Registrable Securities to be offered and sold by such Selling Holder among the securities to be distributed by such underwriters. If the managing underwriter of such underwritten offering shall, in writing, inform the Selling Holders requesting such registration and the holders of any of the Company's other securities which shall have exercised registration rights in respect of such underwritten offering of its belief that the number of securities requested to be included in such registration would materially and adversely affect the success of such offering, then the Company shall be required to include in such Registration Statement only the amount of securities that it is so advised should be included in such registration. In such event,

(a)in cases initially involving the registration for sale of securities for the Company's own account, securities shall be registered in such offering in the following order of priority: (i) first, the securities that the Company proposes to register and (ii) second, the securities that have been requested to be included in such registration by Selling Holders and by Persons entitled to exercise “piggy-back” registration rights pursuant to contractual commitments of the Company (pro rata based on the amount of securities sought to be registered by such Selling Holders and such Persons; it being expressly understood that the Company may not reduce the amount of Registrable Securities included in such registration unless it reduces the amount sought to be registered by such Persons on a pro rata basis); and

(b)in cases not initially involving the registration for sale of securities for the Company's own account, securities shall be registered in such offering as follows: (i) first, the securities that have been requested to be included in such registration by Selling Holders and other Persons entitled to exercise registration rights pursuant to contractual commitments (pro

rata based on the amount of securities sought to be registered by such Selling Holders and Persons); provided, that the Company may exclude securities sought to be registered by Selling Holders if (A) such registration is pursuant to a contractual “demand” registration right existing on the date hereof and such right expressly requires the Company to exclude such securities, and (B) all securities which the Company proposes to register are first excluded and (ii) second, the securities which the Company proposes to register.

5.Underwriter Cut-Back; Shelf Registration Rights. The number of Registrable Securities requested to be included in a Piggy-Back Registration is subject to reduction pursuant to Section 2.5 above. If as a result of such reduction (including pursuant to the proviso of Section 2.5(b)(i)), the holders of Registrable Securities are unable to include such Registrable Securities, the Company shall file a shelf Registration Statement on a Form S-3 or successor form (or if not available, any other then available Form) with respect to such Registrable Securities within 180 days, or such shorter time as the managing underwriter may agree, but in no event less than 30 days, of the effectiveness of such Registration Statement, and the Company shall use its commercially reasonable efforts to cause such Registration Statement to be declared effective within 45 days of filing and to remain effective for a period of one year following the effective date.

6.Market Stand Off. Each Holder of Registrable Securities agrees, that if requested by the managing underwriter in connection with any underwritten public offering of the Company's securities, not to directly or indirectly offer, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant for the sale of or otherwise dispose of or transfer any Registrable Securities held by it for such period, not to exceed (i) 180 days following consummation of an underwritten initial public offering, or (ii) 90 days following the consummation of any other underwritten public offering.

7.Registration Procedures.

(a)Responsibilities of the Company. In connection with any Piggy-Back Registration, the Company shall (provided, that it shall not be required to take any action pursuant to this Section 2.7 that would, in a written opinion of counsel to the Company, violate applicable law):

(i)no fewer than five Business Days prior to the initial filing of a Registration Statement or Prospectus and no fewer than two Business Days prior to the filing of any amendment or supplement thereto (including any document that would be incorporated or deemed to be incorporated therein by reference), if requested, furnish to the Selling Holders, their counsel and the managing underwriters, if any, confidential copies of all such documents proposed to be filed, and cause the officers and directors of the Company, counsel to the Company and independent certified public accountants to the Company to respond to such inquiries as shall be reasonably necessary, in the opinion of respective counsel to such underwriters, and to conduct a reasonable investigation within the meaning of the Securities Act; provided, that the Company shall not be deemed to have kept a Registration Statement effective if it voluntarily takes or fails to take any action that results in Selling Holders covered thereby not being able to sell such Registrable Securities pursuant to federal securities laws during that period;

(ii)Take such action as may be necessary so that (i) any Registration Statement and any amendment thereto and any Prospectus forming part thereof and any amendment or supplement thereto (and each report or other document incorporated herein by reference in each case) complies in all material respects with the Securities Act and the Exchange Act and the respective rules and regulations thereunder, (ii) any Registration Statement and any amendment thereto does not, when it becomes effective, contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading and (iii) any Prospectus forming part of any Registration Statement, and any amendment or supplement to such Prospectus, does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements, in the light of the circumstances under which they were made, not misleading;

(iii)Use commercially reasonable efforts to prepare and file with the SEC such amendments, including post-effective amendments, to each Registration Statement as may be necessary to keep such Registration Statement continuously effective for the amount of time that it is required to keep the Registration Statement effective in order to consummate the offering which gave rise to the registration rights granted herein, but no longer than one year; cause the related Prospectus to be supplemented by any required Prospectus supplement, and as so supplemented to be filed pursuant to Rule 424 (or any similar provisions then in force) under the Securities Act; and comply with the provisions of the Securities Act and the Exchange Act with respect to the disposition of all securities covered by such Registration Statement during such period in accordance with the intended methods of disposition by the sellers thereof set forth in such Registration Statement as so amended or in such Prospectus as so supplemented;

(iv)Notify the Selling Holders, their counsel and the managing underwriters, if any, promptly (and in any case within two Business Days), and (if requested by any such Person), confirm such notice in writing:

(A) (I) when a Prospectus or any Prospectus supplement or post-effective amendment has been filed and (II) with respect to a Registration Statement or any post-effective amendment, when the same has become effective;

(B) of any request by the SEC or any other federal or state governmental authority for amendments or supplements to a Registration Statement or related Prospectus or for additional information;

(C) of the issuance by the SEC, any state securities commission, any other governmental agency or any court of any stop order or injunction suspending or enjoining the use or the effectiveness of a Registration Statement or the initiation of any proceedings for that purpose;

(D) if at any time any of the representations and warranties of the Company contained in any securities distribution agreement (including any underwriting agreement) contemplated hereby cease to be true and correct in all material respects;

(E) of the receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Registrable Securities for sale in any jurisdiction, or the initiation or threatening of any proceeding for such purpose;

(F) of the happening of any event that makes any statement made in such Registration Statement or related Prospectus or any document incorporated or deemed to be incorporated therein by reference untrue in any material respect or that requires the making of any changes in such Registration Statement, Prospectus or documents so that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, not misleading, and that in the case of the Prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and

(G) of the Company's reasonable determination that a post-effective amendment to such Registration Statement would be appropriate;

(v)Use commercially reasonable efforts to avoid the issuance of, or, if issued, obtain the withdrawal of any order enjoining or suspending the use or effectiveness of, a Registration Statement or the lifting of any suspension of the qualification (or exemption from qualification) of any of the Registrable Securities for sale in any jurisdiction, at the earliest practicable moment;

(vi)If requested by the managing underwriters, if any, reasonably in advance of the filing thereof, (A) promptly incorporate in a Prospectus supplement or post-effective amendment such information as the managing underwriters, if any, reasonably agree should be included therein, (B) make all required filings of such Prospectus supplement or such post-effective amendment as soon as practicable after the Company has received notification of the matters to be incorporated in such Prospectus supplement or post-effective amendment and (C) supplement or make amendments to such Registration Statement;

(vii)Deliver to each Selling Holder, their counsel, and the underwriters, if any, without charge, as many copies of the Prospectus or Prospectuses (including each form of Prospectus) and each amendment or supplement thereto as such Persons reasonably request; and the Company hereby consents to the use of such Prospectus and each amendment or supplement thereto by each of the Selling Holders and the underwriters, if any, in connection with the offering and sale of the Registrable Securities covered by such Prospectus and any amendment or supplement thereto;

(viii)Prior to any public offering of Registrable Securities, cooperate with the Selling Holders of Registrable Securities to be sold or tendered for, the underwriters, if any, and their respective counsel in connection with, the registration or qualification (or exemption from such registration or qualification) of such Registrable Securities for offer and sale under the securities or “blue sky” laws of such jurisdictions within the United States as any Selling Holder or underwriter reasonably requests in writing; provided, that where Registrable Securities are offered other than through an underwritten offering, the Company agrees to (i) cause its counsel to perform “blue sky” investigations and file registrations and qualifications required to be filed pursuant to this Section 2.7(a)(viii); (ii) use commercially reasonable efforts to keep each such registration or qualification (or exemption therefrom) effective during the period such Registration Statement is required to be kept effective; and (iii) use commercially reasonable efforts to do any and all other acts or things necessary or advisable to enable the disposition in such jurisdictions of the Registrable Securities covered by such Registration Statement; provided, that the Company shall not be required

to qualify generally to do business in any jurisdiction where it is not then so qualified or to take any action that would subject it to general service of process in any such jurisdiction where it is not then so subject or subject the Company to any tax in any such jurisdiction where it is not then so subject;

(ix)In connection with any sale or transfer of Registrable Securities that will result in such securities no longer being Registrable Securities, cooperate with the Selling Holders and the managing underwriters, if any, to facilitate the timely preparation and delivery of certificates (with appropriate CUSIP numbers) representing Registrable Securities to be sold, which certificates shall not bear any restrictive legends and shall be in a form eligible for deposit with DTC, and to enable such Registrable Securities to be in such denominations and registered in such names as the managing underwriters, if any, or Holders may request at least two Business Days prior to any sale of Registrable Securities;

(x)Use commercially reasonable efforts to cause the offering of the Registrable Securities covered by the Registration Statement to be registered with or approved by such other governmental agencies or authorities within the United States, except as may be required as a consequence of the nature of such Selling Holder's business, in which case the Company shall cooperate in all reasonable respects at the expense of such Selling Holder with the filing of such Registration Statement and the granting of such approvals as may be necessary to enable the seller or sellers thereof or the underwriters, if any, to consummate the disposition of such Registrable Securities; provided, that the Company shall not be required to qualify generally to do business in any jurisdiction where it is not then so qualified or to take any action that would subject it to general service of process in any such jurisdiction where it is not then so subject or subject the Company to any tax in any such jurisdiction where it is not then so subject;

(xi)Upon the occurrence of any event contemplated by Section 2.7(a)(iv)(F) or 2.7(a)(iv)(G), as promptly as practicable, prepare a supplement or amendment, including, if appropriate, a post‑effective amendment, to each Registration Statement or a supplement to the related Prospectus or any document incorporated or deemed to be incorporated therein by reference, and file any other required document so that, as thereafter delivered, such Prospectus will not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Company notifies the Selling Holders of the occurrence of any event contemplated by Section 2.7(a)(iv)(F) or 2.7(a)(iv)(G) above, the Selling Holders shall suspend the use of the Prospectus until the requisite changes to the Prospectus have been made;

(xii)Enter into such agreements (including an underwriting agreement in form, scope and substance as is customary in underwritten offerings) and take all such other reasonable actions in connection therewith (including those reasonably requested by the managing underwriters, if any), in order to expedite or facilitate the disposition of such Registrable Securities, and in such connection, whether or not an underwriting agreement is entered into and whether or not the registration is an underwritten registration;

(A) make such representations and warranties to the Selling Holders of such Registrable Securities and the underwriters, if any, with respect to the business of the Company (including with respect to businesses or assets acquired or to be acquired by it), and the Registration Statement, Prospectus and documents, if any, incorporated or deemed to be incorporated by reference therein, in each case, in form, substance and scope as are customarily made by issuers to underwriters in underwritten offerings, and confirm the same if and when requested;

(B) obtain opinions of counsel to the Company and updates thereof (which counsel and opinions (in form, scope and substance) shall be reasonably satisfactory to the managing or sole underwriters, if any, addressed to the underwriters, if any, covering the matters customarily covered in opinions requested in underwritten offerings and such other matters as may be reasonably requested by such underwriters);

(C) obtain customary “comfort” letters and updates thereof (including, if such registration includes an underwritten public offering, a “bring down” comfort letter dated the date of the closing under the underwriting agreement) from the independent certified public accountants of the Company (and, if necessary, any other independent certified public accountants of any business which may hereafter be acquired by the Company for which financial statements and financial data are required to be included in the Registration Statement), addressed to each of the underwriters, if any, such letters to be in customary form and covering matters of the type customarily covered in “comfort” letters in connection with underwritten offerings and such other matters as reasonably required by the managing underwriter or underwriters and as permitted by the Statement on Auditing Standards No. 72;

(D) if an underwriting agreement is entered into, the same shall contain customary covenants on the part of the Company and will provide that the Company will indemnify the Holders of Registrable Securities included in the registration statement and any underwriter with respect thereto against certain liabilities, including liabilities under the Securities Act; and

(E) deliver such documents and certificates as may be reasonably requested by the managing underwriters, if any, to evidence the continued validity of the representations and warranties made pursuant to Section 2.7(a)(xii) above and to evidence compliance with any customary conditions contained in the underwriting agreement or other agreement entered into by the Company;

(xiii)Make available for inspection by one representative of the managing underwriter participating in any such disposition of Registrable Securities, if any, and any attorney, consultant or accountant retained by such underwriter (collectively, the “Inspectors”), at the offices where normally kept, during reasonable business hours, all financial and other records, pertinent corporate documents and properties of the Company (including with respect to business and assets acquired or to be acquired to the extent that such information is available to the Company), and cause the officers, directors, agents and employees of the Company (including with respect to business and assets acquired or to be acquired to the extent that such information is available to the Company) to supply all information in each case reasonably requested by any such Inspector in connection with such Registration; provided, the Company may first require that such Persons agree to keep confidential any non-public information relating to the Company received by such Person and not disclose such information (other than to an Affiliate or prospective purchaser who agrees to respect the confidentiality provisions of this Section 2.7(a)(xiii)) until such information has been made generally available to the public (other than as a result of a disclosure or failure to safeguard by such Inspector) unless the release of such information is required by law or necessary to respond to inquiries of regulatory authorities (including the National Association of Insurance Commissioners, or similar organizations or their successors); without limiting the foregoing, no such information shall be used by such Inspector as the basis for any market transactions in securities of the Company or its Subsidiaries, if any, in violation of law;

(xiv)Comply with all applicable rules and regulations of the SEC and make generally available to their security holders earning statements satisfying the provisions of Section 11(a) of the Securities Act and Rule 158 thereunder (or any similar rule promulgated under the Securities Act) no later than 45 days after the end of any 12‑month period (or 90 days after the end of any 12-month period if such period is a fiscal year) (i) commencing at the end of any fiscal quarter in which Registrable Securities are sold to underwriters in a firm commitment or reasonable efforts underwritten offering and (ii) if not sold to underwriters in such an offering commencing on the first day of the first fiscal quarter after the effective date of a Registration Statement, which statement shall cover said period, consistent with the requirements of Rule 158; and

(xv)Use commercially reasonable efforts to take all other steps reasonably necessary to effect the registration, offering and sale of the Registrable Securities covered by the Registration Statement.

(b)Information Required by the Company. The Company may require each Selling Holder as to which any registration is being effected to furnish to the Company such information regarding the distribution of such Registrable Securities as is required by law to be disclosed in the applicable Registration Statement, and the Company may exclude from such registration the Registrable Securities of any Selling Holder who unreasonably fails to furnish such information promptly after receiving such request.

(c)Requests by the Holder. If any such Registration Statement refers to any Selling Holder by name or otherwise as the holder of any securities of the Company, then such Selling Holder shall have the right to require (i) the insertion therein of language, in form and substance reasonably satisfactory to such Selling Holder, to the effect that the holding by such Selling Holder of such securities is not to be construed as a recommendation by such Selling Holder of the investment quality of the Company's securities covered thereby and that such holding does not imply that such Selling Holder will assist in meeting any future financial requirements of the Company, or (ii) in the event that such reference to such Selling Holder by name or otherwise is not required by the Securities Act or any similar federal statute then in force, the deletion of the reference to such Selling Holder in any amendment or supplement to the Registration Statement filed or prepared subsequent to the time that such reference ceases to be required.

(d)Indemnification.

(i)Indemnification by the Company. The Company agrees to indemnify and hold harmless each Selling Holder and each Person, if any, who controls such Selling Holder within the meaning of the Securities Act or the Exchange

Act (each Selling Holder and such controlling Persons are referred to collectively as the “Selling Holder Indemnified Parties”) from and against any losses, claims, damages or liabilities, joint or several, or any actions in respect thereof (including, but not limited to, any losses, claims, damages, liabilities or actions relating to purchases and sales of the Registrable Securities) to which each Selling Holder Indemnified Party may become subject under the Securities Act, the Exchange Act or otherwise, insofar as such losses, claims, damages, liabilities or actions arise out of or are based upon any untrue statement or alleged untrue statement of a material fact contained in a Registration Statement or Prospectus or in any amendment or supplement thereto or in any preliminary prospectus relating to a shelf registration, or arise out of, or are based upon, the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, and shall reimburse, as incurred, the Selling Holder Indemnified Parties for any legal or other expenses reasonably incurred by them in connection with investigating or defending any such loss, claim, damage, liability or action in respect thereof; provided, that the Company shall not be liable in any such case to the extent that such loss, claim, damage or liability arises out of or is based upon any untrue statement or alleged untrue statement or omission or alleged omission made in a Registration Statement or Prospectus or in any amendment or supplement thereto or in any preliminary prospectus relating to a shelf registration in reliance upon and in conformity with written information pertaining to such Selling Holder and furnished to the Company by or on behalf of such Selling Holder specifically for inclusion therein.

(ii)Indemnification by Selling Holder. The Selling Holders shall indemnify and hold harmless the Company and each Person, if any, who controls the Company within the meaning of the Securities Act or the Exchange Act (the Company and such controlling Persons are referred to collectively as the “Company Indemnified Parties” the from and against any losses, claims, damages or liabilities, joint or several, or any actions in respect thereof (including, but not limited to, any losses, claims, damages, liabilities or actions relating to purchases and sales of the Registrable Securities) to which each Company Indemnified Party may become subject under the Securities Act, the Exchange Act or otherwise, insofar as such losses, claims, damages, liabilities or actions arise out of or are based upon any untrue statement or alleged untrue statement of a material fact contained in a Registration Statement or Prospectus or in any amendment or supplement thereto or in any preliminary prospectus relating to a shelf registration, or arise out of, or are based upon, the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, to the extent, but only to the extent, that such losses resulted solely from an untrue statement or alleged untrue statement of a material fact or omission or alleged omission of a material fact contained in or omitted from an information so furnished in writing by such Selling Holder to the Company expressly for use therein.

8.Restrictions on Transfer.

(a)The Restricted Securities shall not be sold, pledged, or otherwise transferred, and the Company shall not recognize and shall issue stop-transfer instructions to its transfer agent with respect to any such sale, pledge, or transfer, except upon the conditions specified in this Agreement, which conditions are intended to ensure compliance with the provisions of the Securities Act. A transferring Holder will cause any proposed purchaser, pledgee, or transferee of the Restricted Securities held by such Holder to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Agreement.

(b)Each certificate or instrument representing (i) the Restricted Securities, and (ii) any other securities issued in respect of the securities referenced in clause (i) upon any stock split, stock dividend, recapitalization, merger, consolidation, or similar event, shall (unless otherwise permitted by the provisions of Section 2.8(c)) be stamped or otherwise imprinted with a legend substantially in the following form:

THE SECURITIES REPRESENTED HEREBY HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. SUCH SHARES MAY NOT BE SOLD, PLEDGED, OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR A VALID EXEMPTION FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF SAID ACT. THE SECURITIES REPRESENTED HEREBY MAY BE TRANSFERRED ONLY IN ACCORDANCE WITH THE TERMS OF AN AGREEMENT BETWEEN THE COMPANY AND THE STOCKHOLDER, A COPY OF WHICH IS ON FILE WITH THE SECRETARY OF THE COMPANY.

The Holders of the Restricted Securities consent to the Company making a notation in its records and giving instructions to any transfer agent of the Restricted Securities in order to implement the restrictions on transfer set forth in this Section 2.8.

(c)The Holder of each certificate representing Restricted Securities, by acceptance thereof, agrees to comply in all respects with the provisions of this Section 2.8. Before any proposed sale, pledge or transfer of any Restricted Securities, unless there is in effect a registration statement under the Act covering the proposed transaction, the Holder thereof shall give notice to the Company of such Holder's intention to effect such sale, pledge or transfer. Each such notice shall describe

the manner and circumstances of the proposed sale, pledge, or transfer in sufficient detail and, if reasonably requested by the Company, shall be accompanied at such Holder's expense by either (i) a written opinion of legal counsel who shall, and whose legal opinion shall, be reasonably satisfactory to the Company, addressed to the Company, to the effect that the proposed transaction may be effected without registration under the Securities Act; (ii) a “no action” letter from the SEC to the effect that the proposed sale, pledge, or transfer of such Restricted Securities without registration will not result in a recommendation by the staff of the SEC that action be taken with respect thereto; or (iii) any other evidence reasonably satisfactory to counsel to the Company to the effect that the proposed sale, pledge, or transfer of the Restricted Securities may be effected without registration under the Securities Act, whereupon the Holder of such Restricted Securities shall be entitled to sell, pledge, or transfer such Restricted Securities in accordance with the terms of the notice given by the Holder to the Company. The Company will not require such a legal opinion or “no action” letter (x) in any transaction in compliance with SEC Rule 144 or (y) in any transaction in which such Holder distributes Restricted Securities to an Affiliate of such Holder for no consideration; provided that each transferee agrees in writing to be subject to the terms of this Section 2.8. Each certificate or instrument evidencing the Restricted Securities transferred as above provided shall bear, except if such transfer is made pursuant to SEC Rule 144, the appropriate restrictive legend set forth in Section 2.8(b), except that such certificate shall not bear such restrictive legend if, in the opinion of counsel for such Holder and the Company, such legend is not required in order to establish compliance with any provisions of the Securities Act.

(d)Notwithstanding the foregoing, prior to the IPO, a Holder shall not be permitted to transfer Restricted Securities if, in the reasonable judgment of the Company, such transfer would reasonably be likely to cause the Company to be required to register a class of securities under Section 12(g) of the Exchange Act.


3.	Preemptive Rights.

(a)In the event of any sale or issuance of equity securities of the Company or any securities (including rights, options or warrants) convertible into or exchangeable or exercisable for equity securities of the Company (“collectively, “New Securities”), at any time and from time to time after the date hereof, except for issuances (each an “Exempt Issuance”):

(i)of the Common Stock and Series A Preferred in accordance with the terms of the Series A Purchase Agreement;

(ii)of the Common Stock and the Series B Preferred in accordance with the terms of the Series B Purchase Agreement;

(iii)up to 1,044,816 shares of Common Stock issued, or deemed issued, pursuant to the Company's 2010 Omnibus Equity Incentive Plan, as adjusted each year pursuant to the terms thereof;

(iv)securities issued or issuable by reason of a dividend, stock split, split-up, reclassification or reorganization or other similar event with respect to the capital stock of the Company approved by at least four-fifths of the members of the Board;

(v)except in subsection (ii) above, to any employees or directors of, or consultants to, the Company pursuant to any plan approved by at least fourth-fifths of the members of the Board after the date hereof;

(vi)of securities issued by the Company in connection with any joint venture, strategic alliance, acquisition or merger approved by at least four-fifths of the members of the Board;

(vii)of securities issued by the Company in connection with any equipment leasing arrangement or debt financing from a bank or similar financial institution so long as such arrangement or financing, and the issuance of the securities with respect thereto, has been approved by at least four-fifths of the members of the Board; or

(viii)shares of Common Stock issued in connection with an IPO; the Company shall first offer in writing (the “Preemptive Rights Notice”) to sell to each of the Investors (holding at such time no less than 50% of (i) with respect to the Series A Investors, (A) the shares of Common Stock purchased under the Series A Purchase Agreement by such Series A Investor or (B) the shares of Common Stock issuable or issued to such Series A Investor under the 2011 Warrants, or (ii) with respect to the Series B Investors, (A) the shares of Series B Preferred Stock issued to such Series B Investor following the exchange under the Series B Purchase Agreement or (B) the shares of Common Stock issuable or issued to such Series B Investor under the 2012 Warrants) a portion of such New Securities equal to the quotient obtained by dividing (x) the number of shares of Common Stock held by such Investor on an as converted, fully diluted basis (excluding any shares of Common Stock issuable under the Warrants until such shares are actually issued), by (y) the total number of outstanding shares of Common Stock of the Company on an as converted, fully diluted basis (excluding any shares of Common Stock issuable under the Warrants until such shares are

actually issued). If all such securities are not subscribed to by the Investors in writing delivered to the Company within five (5) Business Days after the date of delivery of the Preemptive Rights Notice, the unsubscribed New Securities will be reoffered on the terms set forth above in writing (a “Reoffer Notice”) to the Investors who subscribed to the maximum number to which they were entitled pursuant to the Preemptive Rights Notice, and each such Investor shall be entitled to purchase a pro rata share of such available New Securities by so notifying the Company in writing within three (3) Business Days after the date of delivery of the Reoffer Notice.

(b)Each Investor shall be entitled to purchase or receive such New Securities at the most favorable price and on the most favorable terms that such securities are to be offered to any other Person, and the Company may not offer any New Securities to any Person at a price or on terms more favorable to the offerees thereof than those on which such New Securities were offered to the Investors, unless such New Securities are first offered to the Investors at such more favorable price and on such more favorable terms; provided that, notwithstanding the foregoing, in the event that the Company is issuing more than one type or class of New Securities in connection with such issuance, each Investor participating in such issuance shall be required to acquire such Investor's pro rata portion (as determined in Section 3(a) above) of all such types and classes of New Securities.

(c)Such securities specified in the Preemptive Rights Notice and the Reoffer Notice that are not purchased by the Investors pursuant to the terms of this Section 3 may be issued and sold by the Company to the offerees thereof (on terms no less favorable than the terms offered in such notices) within one-hundred eighty (180) days of the date of the Preemptive Rights Notice. Any securities not issued within such 180-day period will be subject to the provisions of this Section 3 upon subsequent issuance.

(d)Notwithstanding any provision hereof to the contrary, in lieu of complying with the provisions of this Section 3, the Company may elect to give notice to the Investors within thirty (30) days after an issuance of New Securities. Such notice shall describe the type, price and terms of the New Securities. Each Investor shall have twenty (20) days from the date such notice is given to elect to purchase up to the number of New Securities that would, if purchased by such Investor, maintain such Investor's percentage ownership position, calculated as set forth in Section 3(a) before giving effect to the issuance of such New Securities. The closing of such sale of New Securities shall occur within sixty (60) days of the date notice is given to the Investors.

(e)The rights of all of the Investors under this Section 3 may be waived by Investors holding at least 70% of the Common Stock entitled to the benefit of this Section.

(f)The provisions of this Section 3 shall terminate upon an IPO.

(g)For the purposes of this Section 3, holders of Common Stock issued upon conversion of a Warrant shall be deemed “Investors.”


4.	Tag-Along

1.Except as provided in Section 4.8, at any time that one or more Management Holders desires to transfer shares of Common Stock of the Company representing more than half of one percent (1/2%) of the outstanding Common Stock of the Company to a third party or parties, the Management Holders shall first deliver written notice of their desire to do so (the “Co-Sale Notice”) to the Company and each Investor. The Co-Sale Notice must specify: (i) the name and address of the Person to which the Management Holders propose to transfer the shares of Common Stock (the “Offeror”), (ii) the number of shares of Common Stock the Management Holders propose to transfer (the “Co-Sale Offered Shares”), (iii) the total consideration to be delivered to the Management Holders for the proposed transfer and the consideration for each Co-Sale Offered Share the Management Holders propose to transfer, and (iv) all other material terms and conditions of the proposed transaction.

2.Each Investor may within the 30-day period after delivery of the Co-Sale Notice (the “Option Period”) notify the Management Holders of such Investor's desire to participate, on a pro-rata basis, in the sale of the Co-Sale Offered Shares and the number of shares of Common Stock such Investor desires to sell, at the price per share of Common Stock and on the terms set forth in the Co-Sale Notice. Each Investor which has so notified the Management Holders within the Option Period of its desire to sell shares of Common Stock of the Company in the transaction (a “Participating Investor”) shall be entitled to do so, subject to cut-back as set forth in Section 4.3.

3.The Management Holders shall use commercially reasonable efforts to interest the Offeror in purchasing, in addition to the Co-Sale Offered Shares, the shares of Common Stock of the Company which the Participating Investors wish to sell. If the Offeror does not wish to purchase all of the shares of Common Stock of the Company made available by the Management Holders and the Participating Investors (the Management Holders and the Participating Investors being hereinafter referred to

collectively as “Co-Sale Right Investors”), then each Co-Sale Right Investor shall be entitled to sell a portion of the shares of Common Stock being sold to the Offeror obtained by multiplying the number of shares of Common Stock that the Offeror is willing to purchase by a fraction, the numerator of which is the number of shares of Common Stock such Co-Sale Right Investor has proposed to sell to the Offeror, and the denominator of which is the number of shares of Common Stock that all of the Co-Sale Right Investors have proposed to sell to the Offeror. The transaction contemplated by the Co-Sale Notice shall be consummated not later than 90 days after the expiration of the Option Period.

4.In connection with a co-sale pursuant to this Section 4, each Investor shall be required to make representations and warranties regarding the Common Stock of the Company that such party transfers in such sale, including, without limitation, such party's ownership of and authority to transfer such stock, the absence of any liens or other encumbrances on such stock, and the compliance of such transfer with the federal and state securities laws and all other applicable laws and regulations. Each party hereto transferring shares of Common Stock of the Company pursuant to this Section 4 shall be severally (but not jointly) liable for breaches of representations, warranties, covenants and agreements of such party. Such liability of each party hereto transferring shares of Common Stock of the Company pursuant to this Section 4 shall not exceed their respective pro rata portion of the proceeds of such co-sale.

5.If the Management Holders wish to transfer any shares of Common Stock to the Offeror or to any Person at a price or on terms and conditions which differ from those set forth in the Co-Sale Notice, or more than 90 days after the expiration of the Option Period, then as a condition precedent to such transaction, the Management Holders must again comply with the procedures set forth in this Section 4.

6.Any sale made in violation of the provisions of this Section 4 shall be void, and the proceeds of any sale made by the Management Holders in violation of the provisions of this Section 4 shall be deemed to be held in constructive trust by the Management Holders in such amount as would have been due the Participating Investors if the Management Holders had complied with this Section 4.

7.The rights granted pursuant to this Section 4 shall terminate immediately prior to the consummation of the Company's IPO.

8.The following transfers of Common Stock of the Company shall not be subject to the co-sale rights of this Section 4: transfers (i) to a Related Party of a Management Holder; or (ii) from Management Holder to any other Management Holder, provided, however, that in connection with any transfer contemplated in this Section 4.8, in each case, the transferee shall hold such Common Stock of the Company subject to the same restrictions applicable to its transferor; shall agree to be bound by the terms of this Agreement; and shall not make any further transfer that would not have been permitted pursuant to this Section 4.8 by the original Management Holder of such Common Stock.

9.For the purposes of this Section 4, holders of Common Stock issued upon conversion of a Warrant shall be deemed “Investors.”


5.	Drag-Along Rights.

1.In the event that a Sale of the Company is approved by (a) at least 50% of the outstanding shares of the Company's Common Stock (the “Approving Holders”) or (b) at least four‑fifths of the members of the Board, then each Stockholder shall participate in such transaction, not object in any way thereto, be required to sell all of the shares of capital stock of the Company held by such Stockholder and otherwise take all other action as set forth below (the “Drag Along Sale”). If the Drag Along Sale is structured as a (1) merger, consolidation or other transaction requiring a vote of stockholders, each Stockholder shall vote all of such Stockholder's shares in favor of the merger or consolidation and otherwise waive (and does hereby waive) any dissenters' rights, appraisal rights or similar rights in connection with such merger or consolidation or (2) sale of stock, each Stockholder holding capital stock of the Company shall agree to sell all of such Stockholder's capital stock and rights to acquire capital stock on the terms and conditions approved by the Approving Holders or the Board, as applicable. Each seller of capital stock of the Company in such Drag Along Sale (i) shall be subject to the same terms and conditions of sale (provided that the amount of consideration to be received may differ by class consistent with the terms and conditions of the Company's Articles of Incorporation) and (ii) shall execute such documents and take such actions as may be reasonably required by the Approving Holders, or the Board, as applicable.

2.The Company shall (including at the request of the Approving Holders) provide each party hereto with written notice (the “Drag Notice”) of a Drag Along Sale as soon as reasonably practicable prior to the date of consummation of such sale (the “Drag Along Sale Date”). Each Drag Notice shall set forth, to the best of the Company's knowledge: (i) the identity of the third party transferee in the Drag Along Sale, (ii) the expected price and the other general terms of the proposed transfer and (iii)

the anticipated Drag Along Sale Date.

3.The provisions of this Section 5 shall apply regardless of the form of consideration received in the Drag Along Sale, and (i) upon the consummation of the Drag Along Sale, each holder of Common Stock shall receive the same form of consideration and the same amount of consideration per share (subject to any pro rata required escrows of a portion of the consideration as determined by the Approving Holders or the Board, as applicable); (ii) if any holders of Common Stock are given an option as to the form and amount of consideration to be received, each holder of Common Stock shall be given the same option; (iii) unless waived by holders of at least 70% of the then outstanding Preferred Stock, each holder of Preferred Stock shall receive its liquidation preference in cash; provided that if waived, (A) such class of Preferred Stock shall receive the same form of consideration and the same amount of consideration per share, and (B) if any holders of the Preferred Stock are given an option as to the form and amount of consideration to be received, each holder of such Preferred Stock shall be given the same option; and (iv) any non cash consideration received by a class of capital stock of the Company pursuant to the terms of the Drag Along Sale shall be allocated among the transferors of such class of stock pro rata based upon each transferor's percentage ownership of such class of shares sold in the Drag Along Sale.

4.In connection with a Drag Along Sale, each party hereto shall be required to make representations and warranties regarding the capital stock of the Company that such party transfers in such sale, including, without limitation, such party's ownership of and authority to transfer such stock, the absence of any liens or other encumbrances on such stock, and the compliance of such transfer with the federal and state securities laws and all other applicable laws and regulations. Each party hereto transferring shares of Common Stock of the Company pursuant to this Section 5 shall be, on a pro rata basis (based on the number of shares of Common Stock of the Company on an as-converted basis), severally (but not jointly) liable for breaches of representations, warranties, covenants and agreements of or (in the case of representations and warranties) pertaining to the Company, and for indemnification obligations arising out of or relating to any such breach or otherwise pertaining to the Company (other than any such obligations that relate specifically to a particular party, such as indemnification with respect to representations and warranties given by such party regarding such party's title to and ownership of such stock). Such liability of each party hereto transferring shares of Common Stock of the Company pursuant to this Section 5 shall not exceed their respective pro rata portion of the proceeds of such Drag Along Sale.

5.The rights granted pursuant to this Section 5 shall terminate immediately prior to the consummation of the Company's IPO.

6.Conversion. In the event the Board determines it to be in the best interests of the Company that the Company be converted or migrate to a Delaware corporation, the Board may, in its reasonable business judgment, convert or migrate the Company into a Delaware corporation (by merger, conversion or otherwise) (an “Entity Change”) at any time; provided however, in connection with such Entity Change, the terms of the Company's certificate of incorporation following the Entity Change shall be materially the same in all respects as the Company's articles of incorporation immediately prior to the Entity Change. The Stockholders agree to take such action to approve an Entity Change as requested by the Board.

7.Board Matters.

1.Board Composition. Each party hereto agrees to vote all of such Stockholder's shares of voting securities in the Company, whether now owned or hereafter acquired or which such party may be empowered to vote, and to take such other action with respect thereto (including, without limitation, the giving of consents), from time to time and at all times, in whatever manner shall be necessary to ensure (i) the Board shall be comprised of five (5) individuals, and (ii) that all of the following Persons shall serve from time to time as directors of the Company:

(a)L. Charles Moncla, Jr. (provided he is an executive officer of the Company or owns any shares of capital stock of the Company);

(b)one (1) individual designated by the holders of a majority in interest of the Common Stock held by the Management Holders, such individual is, as of the date hereof, William Restrepo;

(c)two (2) individuals designated by the holders of a majority in interest of the shares of Common Stock purchased under the Series A Purchase Agreement by the Series A Investors (the “Preferred Directors”), which individuals are, as of the date hereof, José Feliciano and Mervin Dunn; and

(d)one (1) individual designated by L. Charles Moncla, Jr. and approved by holders of a majority in interest of the Stock Units, such approval not to be unreasonably withheld, which individual is, as of the date hereof, Richard L. Crandall, to serve for the term provided in the Company's Bylaws (the “5^th Director”); provided however, that from and after the date that is one year following his appointment as the 5^th Director, the holders of a majority in interest of the Stock Units may either re-

designate the 5^th Director or designate a new 5^th Director which director shall be subject to the consent of the remaining members of the Board (which consent shall not be unreasonably withheld). If a majority of the remaining members of the Board do not approve the initial new 5th Director designated by the holders of a majority in interest of the Stock Units, such holders shall designate a second 5th Director. If the second 5th director is not approved by a majority of the remaining members of the Board, then such holders shall submit a list of four potential 5th directors (which list may include the first two 5th Directors previously rejected by the members of the Board), and a majority of the remaining members of the Board shall select the 5th Director from such list.

2.Board Committees. Committees of the Board shall be established, and the membership of any such committees shall be approved, by at least four-fifths of the members of the Board.

3.Termination. The rights granted pursuant to this Section 7 shall terminate immediately prior to a consummation of a Qualified IPO.

8.Information Rights.

The Company shall promptly provide to the Investors (holding no less than 50% of the shares of Common Stock purchased under the Series A Purchase Agreement by such Series A Investor, or 50% of the shares of Series B Preferred Stock issued to such Series B Investor following the exchange under the Series B Purchase Agreement, as applicable) the information the Company is required to deliver to holders of the Notes (as defined in the Series A Purchase Agreement) issued pursuant to the Indenture.

9.Prohibition on Transfer of Restricted Securities.

1.In connection with the Series A Purchase Agreement, the Series A Investors acquired a Stock Unit (as defined in the Series A Purchase Agreement) consisting of shares of Common Stock and shares of Series A Preferred Stock. Except pursuant to (a) a redemption of the Series A Preferred Stock by the Company pursuant to the Company's Articles of Incorporation or (b) the sale of Common Stock by the Series A Investors following an IPO, the Series A Investor shall not transfer any shares of Series A Preferred Stock comprising the Stock Unit without also transferring a proportionate number of shares of the Common Stock comprising the Stock Unit, and vice-versa.

2.Notwithstanding any other provision of this Agreement, no Investor may at any time transfer any Restricted Securities to any Person that engages in any business activity that is in competition, directly or indirectly, with the products or services being developed, offered, marketed, sold or licensed by the Company. The determination of whether any proposed transferee engages in any business activity that is in competition with those activities of the Company shall be made by the Board of the Company in good faith.

3.As long as Moncla Platinum Investment Group, LLC (or its permitted successor or assignee) holds the Common Stock purchased under the Series A Purchase Agreement, L. Charles Moncla, Jr. shall remain the manager of Moncla Platinum Investment Group, LLC (or its permitted successor or assignee).

10.Employees; Directors.

To the extent that, on or after the date hereof, any employee or member of the Board holds a beneficial interest in any Common Stock or in any securities (including rights, options or warrants) convertible into or exchangeable or exercisable for equity securities of the Company, the Company shall cause such employee or member of the Board to immediately execute and otherwise agree to be bound by the terms of this Agreement and a Restricted Stock Agreement (in form and substance satisfactory to at least four-fifths of the members of the Board). Notwithstanding the foregoing, no Affiliate of a holder of Preferred Stock shall be obligated to execute a Restricted Stock Agreement solely by virtue of such Affiliate serving as a member of the Board. Notwithstanding the foregoing, any member of the Board (or Affiliate of a member of the Board) that purchased shares of Common Stock in the Offering is not required to execute or otherwise be bound by a Restricted Stock Agreement with respect to such shares of Common Stock (or the Series B Preferred Stock issued following the exchange under the Series B Preferred Stock by such member of the Board (or Affiliate of a member of the Board)).

11.Miscellaneous.

1.Successors and Assigns. Except as otherwise provided herein, the terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective successors and assigns of the parties (including transferees of any shares

of Restricted Securities). Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and assigns any rights, remedies, obligations, or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement.

2.Governing Law. This Agreement shall be governed by and construed under the laws of the State of Delaware as applied to agreements among Delaware State residents entered into and to be performed entirely within the State of Delaware.

3.Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Any signatures delivered hereunder by a party by facsimile transmission or electronic mail shall be deemed an original signature hereto.

4.Titles and Subtitles. The titles and subtitles used in this Agreement are used for convenience only and are not to be considered in construing or interpreting this Agreement.

5.Notices. Any notice or other communication required or permitted to be provided hereunder shall be in writing and shall be delivered in person or by first class mail (registered or certified, return receipt requested), facsimile, electronic mail, or overnight air courier guaranteeing next day delivery. The address for such notices and communications shall be as follows:

If to the Company:

Platinum Energy Solutions, Inc.

2100 West Loop South, Suite 1601

Houston, TX 77027

Attention: Chief Financial Officer

Fax: 713-590-2827

E-mail: clegler@platinumenergysolutions.com

with copies to (which shall not constitute delivery):

Kelley Drye & Warren LLP

33 West Wacker Drive, 26th

Chicago, IL 60606

Attention: Timothy R. Lavender, Esq.

Fax: 312-857-7095

E-mail: tlavender@kelleydrye.com

If to a Stockholder:

To the address set forth for such Stockholder on Schedule A attached hereto or such other address as may be designated in writing hereafter, in the same manner, by such person.

All notices and communications (other than those sent to Holders) shall be deemed to have been duly given: at the time delivered by hand, if personally delivered; five Business Days after being deposited in the mail, postage prepaid, if mailed; when answered back, if telexed; when receipt acknowledged, if telecopied; when sent, if sent via electronic mail to the address set forth above, provided that a mail delivery failure or similar message is not received by the sender; and the next Business Day after timely delivery to the courier, if sent by overnight air courier guaranteeing next day delivery. Failure to provide a notice or communication to one party hereto or any defect in it shall not affect its sufficiency with respect to other parties hereto

6.Expenses. If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, costs and necessary disbursements in addition to any other relief to which such party may be entitled.

7.Amendments and Waivers. Any term of this Agreement may be amended and the observance of any term of

this Agreement may be waived (either generally or in a particular instance and either retroactively or prospectively), only with the written consent of the Company, the holders of a majority of the shares of Common Stock purchased under the Series A Purchase Agreement by the Series A Investors, the holders of a majority of the shares of the Series B Preferred Stock, and holders of at least 70% of the shares of Common Stock of the Company; provided however, to the extent any amendment adversely effects a particular group of Stockholders in a manner materially different than all of the Stockholders, the consent of holders of a majority in interest of the Common Stock (or Series B Preferred Stock in the case of the Series B Investors) held by such group shall be required. Notwithstanding the foregoing, this Agreement may be amended with only the written consent of the Company for the sole purpose of including additional Stockholders as contemplated by Section 11.9.

8.Severability. If one or more provisions of this Agreement are held to be unenforceable under applicable law, such provision shall be excluded from this Agreement and the balance of the Agreement shall be interpreted as if such provision was so excluded and shall be enforceable in accordance with its terms.

9.Additional Stockholders. Notwithstanding anything to the contrary contained herein, as a condition to issuing any shares of capital stock, the Company shall require the party acquiring such shares to become a party to this Agreement as a Stockholder by executing and delivering an additional counterpart signature page to this Agreement.

10.Entire Agreement. This Agreement (including the Exhibits hereto, if any) constitutes the full and entire understanding and agreement between the parties with regard to the subjects hereof and thereof.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

IN WITNESS WHEREOF, the parties have executed this Amended and Restated Stockholders Agreement as of the date first above written.



		PLATINUM ENERGY SOLUTIONS, INC.

	By:	/s/ Justin W. Brown
		Name: Justin W. Brown
		Title: Principal Accounting Officer



	SERIES A INVESTORS:

	Clearlake Capital Partners II (Master), L.P.

	By:	Clearlake Capital Partners II GP, L.P.
	Its:	General Partner

	By:	Clearlake Capital Partners, LLC
	Its:	General Partner

	By:	CCG Operations, LLC
	Its:	Managing Member



	By:	/s/ José E. Feliciano
		Name: José E. Feliciano
		Title: Partner



	Moncla Platinum Investment Group, LLC
	By:	/s/ L. Charles Moncla, Jr.
		Name: L. Charles Moncla, Jr.
		Title: Managing Member



	HedgeHog Capital LLC
	By:
		Name: ________________________
		Title: ________________________



	DO S1 Limited
	By:	/s/ Tara Glaser
		Name: Tara Glaser
		Title: Authorized Signatory



	Alpine Associates, A Limited Partnership
	By:	/s/ Gary Moorman
		Name: Gary Moorman
		Title: Senior Analyst



	Third Avenue Trust on behalf of Third Avenue Focus Credit Fund
	By:
		Name: ________________________
		Title: ________________________



	SERIES B INVESTORS:

	Clearlake Capital Partners II (Master), L.P.

	By:	Clearlake Capital Partners II GP, L.P.
	Its:	General Partner

	By:	Clearlake Capital Partners, LLC
	Its:	General Partner

	By:	CCG Operations, LLC
	Its:	Managing Member



	By:
		Name: ________________________
		Title: ________________________



	Lucky Charm Resources, Inc.
	By:
		Name: ________________________
		Title: ________________________



	DO S1 Limited
	By:
		Name: ________________________
		Title: ________________________



	Knight Capital Holdings LLC
	By:
		Name: ________________________
		Title: ________________________




	William Restrepo




	Mervin Dunn



	STOCKHOLDERS:



	Lucky Charm Resources, Inc.
	By:	/s/ L. Charles Moncla, Jr.
		Name: L. Charles Moncla, Jr.
		Title: Director



		/s/ Rodney Dartez
		Rodney Dartez



	By:	Dawn Dartez
		For the Estate of Rodney Dartez



		/s/ Milburn J. Ducote
		Milburn J. Ducote



		/s/ Christine P. Spencer
		Christine P. Spencer



	2153850 Ontario, Ltd.
	By:	/s/ Philip Johnston
		Name: Philip Johnston
		Title: President




	Robert E. Chamberlain, Jr.




	Martha Derrick




	Joe A. McDermott




	Marvel K. Mann




	James Scott Mann, IV




	John Dinn Mann



	STOCKHOLDERS:




		Mark David Mann



	Layton Corporation
	By:
		Name: ________________________
		Title: ________________________



	StarStream Capital LLC
	By:
		Name: ________________________
		Title: ________________________




		Robert Sonfield




		Crawford Shaw



		/s/ Richard Crandall
		Richard Crandall




		Joel Wehner



		/s/ Michael H. Thompson
		Michael H. Thompson




		Joseph M. White



	STOCKHOLDERS:



	Global Hunter Securities, LLC
	By:	/s/ Gary Meringer
		Name: Gary Meringer
		Title: General Counsel



	Knight Capital Holdings LLC
	By:
		Name: ________________________
		Title: ________________________



	/s/ Joseph Crappell
	Joseph Crappell



	/s/ Justin Brown
	Justin Brown



	/s/ Timothy L. Morrison
	Timothy L. Morrison



	/s/ J. Clarke Legler, II
	J. Clarke Legler, II

Schedule A



Series A Investor	Common Stock	Series A Preferred Stock
Clearlake Capital Partners II (Master), L.P. Attn: Jose E. Feliciano 233 Wilshire Blvd., Suite 800 Santa Monica, CA 90401	6,302,138	11,500
Moncla Platinum Investment Group, LLC Attn: Charlie Moncla PO Box 131368 Houston, TX 77219	1,731,968	3,500
HedgeHog Capital LLC 1117 E. Putnam Ave., #320 Riverside, CT 06878	371,136	750
DO S1 Limited (f/k/a CQS DO S1 Limited) c/o CQS (UIC) LLP Attn: Corporate Actions 5^th Floor, 33 Grosyenor Place London, SWIX 7HY, UK	742,272	1,500
Alpine Associates, A Limited Partnership Attn: Gary Moorman 100 Union Ave. Cresskill, NJ 07626	123,712	250
Third Avenue Trust on behalf of Third Avenue Focus Credit Fund Attn: General Counsel 622 Third Avenue, 32^nd Floor New York, NY 10017	1,237,120	2,500



Series B Investors	Common Stock*	Series B Preferred Stock**
Clearlake Capital Partners II (Master), L.P. Attn: Jose E. Feliciano 233 Wilshire Blvd., Suite 800 Santa Monica, CA 90401	1,302,800	6,514
William Restrepo 3219 Oakmont Drive Sugar Land, TX 77479	20,000	100
Mervin Dunn 4737 Yantis Drive New Albany, OH 43054	20,000	100
Lucky Charm Resources, Inc. P.O. Box 131368 Houston, TX 77219	1,134,800	5,674
DO S1 Limited 5^th Floor 33 Grosvenor Place London, SW1X7HY UK	202,400	1,012
Knight Capital Holdings, LLC 545 Washington Blvd. Jersey City, NJ 07310	20,000	100

* The number of shares of Common Stock shall be reduced accordingly following an exchange by the Series B Investor of its shares of Common Stock for Series B Preferred Stock under the Series B Purchase Agreement.

** Represents the number of shares of Series B Preferred Stock the Series B Investor will hold following the exchange by such Series B Investor of its shares of Common Stock under the Series B Purchase Agreement.

Schedule of other Stockholders:



Stockholder	Common Stock
Lucky Charm Resources, Inc.	3,734,694
Rodney Dartez	132,000
Milburn J. Ducote	132,000
Christine P. Spencer	2,000
2153850 Ontario, Ltd.	20,000
Robert E. Chamberlain, Jr.	20,000
Martha Derrick	2,000
Joseph A. McDermott, Jr.	2,000
Marvel K. Mann	231,000
James Scott Mann, IV	66,000
John Dinn Mann	66,000
Mark David Mann	66,000
Layton Corporation	200,000
StarStream Capital LLC	231,000
Robert Sonfield	20,000
Crawford Shaw	2,000
Richard Crandall	27,000
Joel Wehner	2,000
Global Hunter Securities, LLC	242,755
Knight Capital Holdings LLC	130,715
Joseph Crappell	15,000
Justin Brown	15,000
Timothy L. Morrison	10,000
Michael H. Thompson	12,000
Joseph M. White	12,000
J. Clarke Leger, II	280,105

EXHIBIT 10.2

FIRST AMENDMENT TO CREDIT AGREEMENT

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 11, 2012, is made and entered into by and among JPMorgan Chase Bank, N.A. (“Bank”), Platinum Energy Solutions, Inc., a Nevada corporation (“Borrower”), and Platinum Pressure Pumping, Inc., a Delaware corporation (the “Guarantor”).

RECITALS

A. Bank, Borrower and Guarantor are parties to that certain Credit Agreement, dated as of December 28, 2011 (the “Credit Agreement”).

B. Bank, Borrower and Guarantor desire to amend the Credit Agreement as herein set forth.

NOW, THEREFORE, in consideration of the premises herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

ARTICLE I

Definitions

Section 1.1 Definitions. Capitalized terms used in this Amendment, to the extent not otherwise defined herein, shall have the same definitions assigned to such terms in the Credit Agreement, as amended hereby.

ARTICLE II

Amendments to the Credit Agreement

Section 2.1 Definitions.

(a) The definition of “EBITDA” in Section 2.1 of the Credit Agreement shall be deleted in its entirety and the following inserted in lieu thereof:

““EBITDA” means the sum of Borrower's earnings before interest expense, taxes, depreciation expense and amortization expense for the three (3) consecutive months then ending on financial statements beginning January 1, 2012 through March 31, 2012, on an annualized basis, (ii) thereafter, effective as of June 30, 2012, each period of six (6) consecutive months then ending, on an annualized basis, (iii) thereafter, effective as of September 30, 2012, each period of nine (9) consecutive months then ending, on an annualized basis, and (iv) then, effective as of December 31, 2012 and continuing thereafter, each period of twelve (12) consecutive months then ending, on a rolling four quarter basis; provided however, the following shall be added back to the extent applicable to the calculation period: (a) Non-Recurring Expenses, and (b) cash proceeds from the sale of Equity Interests (items (a), (b) and (c), the “EBITDA Add-backs”).”

(b) The following definition of “Non-Recurring Expenses” shall be added to Section 2.1 of the Credit Agreement:

““Non-Recurring Expenses” mean (i) up to $2.6 million in non-recurring expenses incurred in the first quarter of 2012, and (ii) up to $9 million in non-cash, non-recurring expenses for potential write-offs in 2012 related to equipment deposits, as approved by Bank in its sole discretion.

Section 2.2 Leverage Ratio. Section 4.13.A of the Credit Agreement is hereby deleted in its entirety and the following inserted in lieu thereof:

“A. Leverage Ratio. The Borrower shall maintain at all times a Leverage Ratio of not more than (i) 7.0 to 1.0 measured as of June 30, 2012, (ii) 4.0 to 1.0 measured as of September 30, 2012, and (iii) 3.0 to 1.0 measured quarterly thereafter beginning December 31, 2012.”

Section 2.3 Fixed Charge Coverage Ratio. Section 4.13.B of the Credit Agreement is hereby deleted in its entirety

and the following inserted in lieu thereof:

“B. Minimum Fixed Charge. The Borrower shall maintain at all times a Fixed Charge Coverage Ratio of not less than (i) 1.0 to 1.0 measured as of September 30, 2012, and (ii) 1.25 to 1.0 measured quarterly thereafter beginning December 31, 2012.”

Section 2.4 Minimum Tangible Net Worth. Section 4.13.C of the Credit Agreement is hereby deleted in its entirety and the following inserted in lieu thereof:

“C. Minimum Average Daily Cash Position. The Borrower shall maintain an average daily cash balance (the aggregate daily cash balances for each day during the month divided by the number of days in such month) of at least $5,000,000 for each month, beginning with the month ending May 31, 2012.”

Section 2.5 Minimum EBITDA. Section 4.13.D of the Credit Agreement is hereby deleted in its entirety.

Section 2.6 Financial Covenants. The second to last paragraph of Section 4.13 of the Credit Agreement is hereby deleted in its entirety and the following inserted in lieu thereof:

“If the Borrower fails to comply with any covenant contained in Section 4.13 (the “Financial Covenants”), then the Borrower shall have the right, until the expiration of the tenth day subsequent to the date on which the Compliance Certificate in respect of the applicable fiscal quarter in which such failure occurred is required to be delivered pursuant to Section 4.5, to issue Equity Interests for cash or otherwise receive cash contributions from shareholders and, in each such case, to contribute any such cash to the capital of the Borrower (collectively, the “Cure Right”, and such cash amount received by the Borrower, the “Cure Amount”). Upon the receipt by the Borrower of the Cure Amount, EBITDA shall be recalculated to add the Cure Amount, for the immediate applicable fiscal quarter in which such failure occurred and for each of the successive three fiscal quarters.”

Section 2.7 Covenant Calculations. The EBITDA Add-backs shall be applicable to all applicable covenant calculations.

ARTICLE III

Conditions Precedent

Section 3.1 Conditions Precedent. The effectiveness of this Amendment is subject to the satisfaction of the following conditions precedent, unless specifically waived in writing by Bank:

(a) The representations and warranties contained herein and in all other Loan Documents shall be true and correct as of the date hereof as if made on the date hereof;

(b) No Default or Event of Default (other than the Disclosed Defaults) shall have occurred and be continuing; and

(c) All proceedings taken in connection with the transactions contemplated by this Amendment and all documents, instruments and other legal matters incident thereto shall be reasonably satisfactory to Bank and its legal counsel.

ARTICLE IV

Ratifications, Representations, and Warranties

Section 4.1 Ratifications by Borrower. The terms and provisions set forth in this Amendment shall modify and supersede all inconsistent terms and provisions set forth in the Credit Agreement and, except as expressly modified and superseded by this Amendment, the terms and provisions of the Credit Agreement are ratified and confirmed and shall continue in full force and effect. The Credit Agreement as amended by this Amendment shall continue to be legal, valid, binding and enforceable in accordance with its terms.

Section 4.2 Renewal and Extension of Security Interests and Liens. Borrower hereby renews and regrants the liens and security interests created and granted in the Loan Documents. Borrower agrees that this Amendment shall in no manner affect or impair the liens and security interests securing the Indebtedness, and that such liens and security interests shall not in any manner be waived, the purposes of this Amendment being to modify the Credit Agreement as herein provided, and to carry forward all

liens and security interest securing same, which are acknowledged by Borrower to be valid and subsisting.

Section 4.3 Representations and Warranties. Borrower represents and warrants to Bank as follows: (a) the execution, delivery and performance of this Amendment and any and all Loan Documents executed and/or delivered in connection herewith have been authorized by all requisite company action on the part of Borrower and will not violate the articles of organization or limited liability company agreement of Borrower or any agreement to which Borrower is a party; (b) the representations and warranties contained in the Credit Agreement as amended hereby and in each of the other Loan Documents are true and correct on and as of the date hereof as though made on and as of the date hereof; (c) no default or Event of Default (other than the Disclosed Defaults) under the Credit Agreement has occurred and is continuing; and (d) Borrower is in full compliance with all covenants and agreements contained in the Credit Agreement, as amended hereby.

ARTICLE V

Miscellaneous

Section 5.1 Survival of Representations and Warranties. All representations and warranties made in the Credit Agreement or any other Loan Document, including without limitation, any Loan Document furnished in connection with this Amendment, shall survive the execution and delivery of this Amendment and the other Loan Documents, and no investigation by Bank or any closing shall affect such representations and warranties or the right of Bank to rely thereon.

Section 5.2 Reference to Credit Agreement. Each of the Loan Documents and the Credit Agreement and any and all other agreements, documents or instruments now or hereafter executed and delivered pursuant to the terms hereof or pursuant to the terms of the Credit Agreement as amended hereby, are hereby amended so that any reference in such Loan Documents to the Credit Agreement shall mean a reference to the Credit Agreement as amended hereby.

Section 5.3 Expenses of Bank. Borrower agrees to pay on demand all reasonable costs and expenses incurred by Bank directly in connection with the preparation, negotiation and execution of this Amendment and the other Loan Documents executed pursuant hereto and any and all amendments, modifications, and supplements thereto, including, without limitation, the reasonable costs and fees of Bank's legal counsel, and all costs and expenses incurred by Bank in connection with the enforcement or preservation of any rights under the Credit Agreement, as amended hereby, or any other Loan Document, including, without limitation, the reasonable costs and fees of Bank's legal counsel.

Section 5.4 Severability. Any provision of this Amendment held by a court of competent jurisdiction to be invalid or unenforceable shall not impair or invalidate the remainder of this Amendment and the effect thereof shall be confined to the provision so held to be invalid or unenforceable.

Section 5.5 Governing Law. This Amendment and the rights and duties of the parties hereto shall be governed by, and construed in accordance with, the internal laws of the State of New York without regard to principles of conflicts of laws.

Section 5.6 Successors and Assigns. This Amendment is binding upon and shall inure to the benefit of the parties hereto and their respective successors, assigns, heirs, executors, and legal representatives, except that none of the parties hereto other than Bank may assign or transfer any of its rights or obligations hereunder without the prior written consent of Bank.

Section 5.7 Counterparts. This Amendment may be executed in one or more counterparts, each of which when so executed shall be deemed to be an original, but all of which when taken together shall constitute one and the same instrument.

Section 5.8 Release. Each of Borrower and Guarantor, for itself and for its principals, agents, employees, predecessors, successors, assigns, affiliated corporations, and other affiliated entities or persons, hereby voluntarily, knowingly, and unconditionally releases, relinquishes, and forever discharges Bank and Bank's employees, agents, representatives, consultants, attorneys, fiduciaries, officers, directors, partners, predecessors, successors, assigns, subsidiary corporations, parent corporations, and related corporate divisions (collectively, the “Released Parties”) from any and all actions and causes of action, judgments, executions, suits, debts, claims, demands, liabilities, obligations, damages, and expenses of any and every character, known or unknown, direct and/or indirect, at law or in equity, of whatsoever kind or nature, for or because of any matter or things done, omitted, or suffered to be done by any the Released Parties prior to and including the date of execution hereof, and in any way directly or indirectly arising out of or in any way connected to the Credit Agreement and Loan Documents, including, without limitation, any such claims, suits, damages, cost or liabilities arising out of or relating to a claim of breach of contract, fraud, lender liability or misconduct, breach of fiduciary duty, usury, unfair bargaining position, unconscionably, violation of law, negligence, error or omission in accounting or calculations, misappropriation of funds, tortious conduct or reckless or willful misconduct (all of the foregoing hereinafter called the “Released Matters”).

Section 5.9 Effect of Waiver. No consent or waiver, express or implied, by Bank to or for any breach of or deviation from any covenant, condition or duty by Borrower, shall be deemed a consent to or waiver of any other breach of the same or any other covenant, condition or duty.

Section 5.10 Headings. The headings, captions, and arrangements used in this Amendment are for convenience only and shall not affect the interpretation of this Amendment.

SECTION 5.11 ENTIRE AGREEMENT. THIS AMENDMENT, THE LOAN AGREEMENT AND ALL OTHER LOAN DOCUMENTS EXECUTED AND DELIVERED IN CONNECTION WITH AND PURSUANT TO THIS AMENDMENT AND THE LOAN AGREEMENT REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.

[Signature Page Follows]

IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to Credit Agreement as of the date set forth above.



	Platinum Energy Solutions, Inc.

	By:	/s/ L. Charles Moncla, Jr.
		Name: L. Charles Moncla, Jr.
		Title: CEO



	Platinum Pressure Pumping, Inc.

	By:	/s/ L. Charles Moncla, Jr.
		Name: L. Charles Moncla, Jr.
		Title: CEO



	JPMorgan Chase Bank, N.A.

	By:	/s/ Ed Hebert
		Name: Ed Hebert
		Title:

Exhibit 31.1

CERTIFICATION

I, L. Charles Moncla, Jr., certify that:



1.	I have reviewed this quarterly report on Form 10-Q of Platinum Energy Solutions, Inc.;



2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;



3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;



4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
	(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	(b) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	(c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and



5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
	(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 17, 2012

/s/ L. CHARLES MONCLA, JR.

L. Charles Moncla, Jr.

Chairman and Chief Executive Officer

Exhibit 31.2

CERTIFICATION

I, J. Clarke Legler, II, certify that:



1.	I have reviewed this quarterly report on Form 10-Q of Platinum Energy Solutions, Inc.;



2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the periods covered by this report;



3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;



4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
	(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	(b) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	(c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and



5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
	(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 17, 2012

/s/ J. CLARKE LEGLER, II

J. Clarke Legler, II

Chief Financial Officer and Secretary

Exhibit 32

Certification Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

(Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code)

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code) (the “Act”) and Rule 13a-14(b) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), each of the undersigned, L. Charles Moncla, Jr., Chairman and Chief Executive Officer of Platinum Energy Solutions, Inc., a Nevada corporation (the “Company”), and J. Clarke Legler, II, Chief Financial Officer and Secretary of the Company, hereby certifies that, to his knowledge:

(1) the Company's report on Form 10-Q for the quarter ended June 30, 2012 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 17, 2012



	By:	/s/ L. CHARLES MONCLA, JR.
		L. Charles Moncla, Jr. Chairman and Chief Executive Officer (Principal Executive Officer)

	By:	/s/ J. CLARKE LEGLER, II
		J. Clarke Legler, II Chief Financial Officer and Secretary (Principal Financial Officer)

v2.4.0.6

DEBT March 11 Senior Notes (Details) (USD $)
2 Months Ended 3 Months Ended 6 Months Ended 9 Months Ended 12 Months Ended 24 Months Ended 3 Months Ended 6 Months Ended

Feb. 28, 2018

Mar. 31, 2015

Mar. 31, 2013

Mar. 31, 2011

Jun. 30, 2012

Jun. 30, 2011

Sep. 30, 2011

Mar. 01, 2015

Feb. 28, 2014

Feb. 28, 2013

Sep. 29, 2011

Mar. 03, 2011

Mar. 31, 2015

Exchange Offer [Member]

Jun. 30, 2012

March 11 Senior Notes [Member]

Dec. 31, 2011

March 11 Senior Notes [Member]

Debt Instrument [Line Items]

Debt Instrument, Offering Date March 3, 2011 September 29, 2011

Secured Long-term Debt, Noncurrent $ 115,000,000

Debt Instrument, Interest Rate, Stated Percentage 14.25%

Debt Instrument, Maturity Date Mar. 01, 2015

Debt Instrument, Call Date, Latest Mar. 01, 2013

Percentage of redemption of Senior Notes 35.00%

Debt Instrument, Call Feature 1.01 1.00 1.07125 1.1425

Percentage of cash received for Senior Notes upon issuance 95.00% 97.76%

Debt Instrument, Unamortized Discount 2,500,000 2,600,000

Proceeds from Issuance of Warrants 115,000 2,477,600

Stock Issued During Period, Shares, Conversion of Units 2,801,170

Class of Warrant or Right, Exercise Price of Warrants or Rights 0.05

Class of Warrant or Right, Date from which Warrants or Rights Exercisable Feb. 28, 2018

Adjustments to Additional Paid in Capital, Warrant Issued 1,150,000

Unamortized Debt Issuance Expense 8,100,000 9,200,000

Paid-in-Kind Interest $ 8,100,000

Debt Instrument, Covenant Description The Original Senior Notes contain covenants, including but not limited to a) limitation of capital expenditure; b) restrictions on the payment of dividends as well as the purchase of equity for cash; c) issuance of further debt or the issuance of future disqualified stock including preferred stock; and d) restrictions on the sale of stock that could result in the sale or merger of the Company with another or the sale of assets and properties to another.

v2.4.0.6

RELATED PARTY TRANSACTIONS Amounts Due to Affiliates (Details) (USD $)
3 Months Ended 6 Months Ended 3 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Jun. 30, 2012

Jun. 30, 2011

Dec. 31, 2011

Mar. 31, 2012

Mr. L. Charles Moncla, Jr. [Member]

Mar. 30, 2012

Mr. L. Charles Moncla, Jr. [Member]

Mar. 21, 2012

Mr. L. Charles Moncla, Jr. [Member]

Mar. 31, 2011

Related party-WSB [Member]

Jun. 30, 2012

Related party-WSB [Member]

Jun. 30, 2012

Related party-Del Yard [Member]

Mar. 03, 2011

Related party-Del Yard [Member]

Mar. 31, 2011

Related party-Layton corporation [Member]

Jun. 30, 2012

Related party-Layton corporation [Member]

Dec. 31, 2010

Related party-Layton corporation [Member]

Related Party Transaction [Line Items]

Number of years in the term of the lease agreement with VIE, WS 2

Shares issued to related party in a private placement 2,700,000

Market value of common stock isued to related party in a private placement $ 5

Total market value of private placement with related party $ 13,500,000

Date of private placement with related party Mar. 30, 2012

Business Acquisition, Date of Acquisition Agreement March 3, 2011

Number of entities wholly owned by the VIE, WSB 2

Related party start date Mar. 01, 2011

Rental expense of Del Yard Louisiana to a related party 10,000

Term of the Del Yard operating lease with related party 2

Related Party Transaction, Date Mar. 02, 2013 Feb. 28, 2013

Operating Leases, Rent Expense 3,600,000 400,000 1,900,000 251,001 30,000

Term of the lease with related party-Del Yard 2

Related Party Transaction, Expenses from Transactions with Related Party 1,350,000

Date of completion of services provided by related party-Layton corporation in connection with the offering of debt and equity Mar. 03, 2011

Monthly rental expense with related party 210,000

Option 1 Ceiling amount to pay to purchase WSB assets due to change of control 16,100,000

Option 2 Amount to pay to related party to purchase WSB assets due to change of control-Month of revenue 12.0

Option 3-Amount to pay to related party to purchase WSB assets due to change of control 20,000,000

Due to Affiliate, Noncurrent 9,768,714 9,768,714 11,105,056

Related Party Transaction, Revenues from Transactions with Related Party (1,260,000)

Revenue from Related Parties $ (76,342)

Related Party Transaction, Description of Transaction On March 21, 2012, we entered into a stock purchase agreement with certain investors and current security holders of the Company, including Clearlake Capital Partners (Master) II, L.P. (“CCG”) and Mr. L. Charles Moncla, Jr., the Company’s Chairman of the Board and Chief Executive Officer, pursuant to which we agreed to issue and sell up to 2,700,000 shares of common stock at a purchase price of $5.0 per Share, for an aggregate purchase price of up to $13.5 million. CCG and Mr. Moncla also agreed to purchase any remaining shares not purchased by other investors in proportion to their existing ownership of common stock of the Company prior to the offering. We completed the stock sale on March 30, 2012, as more fully disclosed in Note 7. On March 3, 2011, we entered into a lease agreement with WSB and two of its wholly owned entities, PP and CT, to lease certain pressure pumping and coil tubing equipment. These entities are controlled by our CEO. The term of the lease is for two years ending on March 2, 2013. Under the terms of the lease we will pay WSB a monthly fee of $210,000 per month over a term of two years, or $5.0 million in total.

Related Party Transaction, Terms and Manner of Settlement Should there be a change of control in the Company, we may, at the option of the lessor, be obligated to purchase the assets subject to the lease agreement for an amount equal to the greater of a) the aggregate of the outstanding balance of the loans from JPMorgan Chase Bank, N.A. and from WSB’s shareholder, Charles Moncla limited to $16.1 million; and b) the lesser of (i) the last twelve months of revenue generated by the business of WSB or (ii) $20 million. The Company entered into a lease agreement with a certain related party to lease the Del Yard located in Scott, Louisiana commencing March 1, 2011. The agreement requires a monthly fee of $10,000 over a term of two years, ending on February 28, 2013.

Fixed term of payment related to the amounts due to affiliate 0

v2.4.0.6

STOCK AWARD PLAN Restricted Stock (Details) (Restricted Stock [Member], USD $)
3 Months Ended

Jun. 30, 2012

Restricted Stock [Member]

Stock Issued During Period, Shares, Restricted Stock Award, Gross 166,347

Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value $ 3.00

v2.4.0.6

COMMITMENTS AND CONTINGENCIES DISCLOSURE Purchase Commitments (Details) (USD $)
6 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 12 Months Ended

Jun. 30, 2012

Dec. 31, 2011

Jun. 30, 2012

Guar Gum [Member] per month

gal

Jun. 30, 2012

Sand-First Supplier [Member] per month

Jul. 01, 2012

Sand-First Supplier [Member] per month

T

Jun. 30, 2012

Sand-Second Supplier [Member] per month

T

Jun. 30, 2012

Well Services Equipment F3 [Member]

Dec. 31, 2011

Well Services Equipment F3 [Member]

Jun. 30, 2012

Well Services Equipment F4 [Member]

Dec. 31, 2011

Well Services Equipment F4 [Member]

Jun. 30, 2012

Well Services Equipment F5 [Member]

Dec. 31, 2011

Well Services Equipment F5 [Member]

Long-term Purchase Commitment [Line Items]

Long-term Purchase Commitment, Minimum Quantity Required 100,000 150,000 10,000

Optional maximum amount of sand to purchase 300,000

Long-term Purchase Commitment, Amount $ 34,000,000 $ 33,100,000 $ 32,700,000

Payments to Acquire Productive Assets 25,800,000 9,200,000 4,100,000

StartDate-GuarGum September 2011

EndDate-GuarGum August 2012

Number of months for extension of the purchase agreeme 12 6

StartDate-Sand-FirstSupplier July 2011

EndDate-Sand-FirstSupplier July 2012

StartDate-Sand-SecondSupplier October 2011

EndDate-Sand-SecondSupplier September 2013

Amounts related to Fixed Assets in Accounts Payable $ 27,025,119 $ 8,100,000

v2.4.0.6

STOCK AWARD PLAN Overview (Details)
6 Months Ended

Jun. 30, 2012

Jan. 02, 2012

Share-based Compensation [Abstract]

Fair value of non-traded stock disclosure, Methodology Absent an active market for our equity securities, the market value of our common stock underlying the restricted stock or stock options granted was determined by management and approved by our Board of Directors at the time of grant. In determining such fair market value, for purposes of valuing our share-based payment awards, we obtained contemporaneous valuations compiled by third-party appraisers based primarily on our financial forecasts and comparable peer company data. Among other significant assumptions, the valuation reflects a marketability discount as our equity securities are not traded. The underlying assumptions significantly impact the resulting estimated market value of our stock and the fair value of our restricted stock and option grants

Fair Value, Option, Methodology and Assumptions The fair value of our option grants was calculated through the use of the Black-Scholes option pricing model. The model requires certain assumptions regarding the estimated market price of the Company’s currently non-traded stock, the risk-free interest rate, the expected share price volatility and the expected term of each option grant.

Share-based Compensation Arrangement by Share-based Payment Award, Description In exchange for services provided, we have issued restricted and unrestricted stock and stock options to employees and non-employees under the 2010 Omnibus Equity Incentive Plan (the “2010 Plan”).

Common Stock, Capital Shares Reserved for Future Issuance 22,003 1,044,817

Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period 10

Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period 4

v2.4.0.6

FAIR MARKET VALUE MEASUREMENTS (Details) (USD $)

Jun. 30, 2012

Dec. 31, 2011

Carrying (Reported) Amount, Fair Value Disclosure [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Available-for-sale Securities, Fair Value Disclosure $ 0 $ 4,951,361

Portion at Fair Value, Fair Value Disclosure [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Available-for-sale Securities, Fair Value Disclosure 0 4,951,361

Estimate of Fair Value, Fair Value Disclosure [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Available-for-sale Securities, Fair Value Disclosure $ 0 $ 4,951,361

v2.4.0.6

COMMITMENTS AND CONTINGENCIES DISCLOSURE Tax Commitment (Details) (USD $)
In Millions, unless otherwise specified

Jun. 30, 2012

Commitments and Contingencies Disclosure [Abstract]

Accrual for non income tax contingency $ 6.0

v2.4.0.6

FAIR MARKET VALUE MEASUREMENTS (Tables)
6 Months Ended

Jun. 30, 2012

Fair Value Disclosures [Abstract]

Available-for-sale Securities [Table Text Block]

Carrying Value

Fair Value

Quoted Prices in Active Markets for Identical Assets
June 30, 2012

(Level 1)
Investment securities
$
—

$
—

$
—

December 31, 2011

Investment securities
$
4,951,361

$
4,951,361

$
4,951,361

v2.4.0.6

EARNINGS PER SHARE (Narrative Antidilutive) (Details)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Jun. 30, 2012

Jun. 30, 2011

Earnings Per Share [Abstract]

Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 7.0 4.5 5.9 3.0

v2.4.0.6

DEBT JP Morgan (Details) (USD $)
3 Months Ended 6 Months Ended 12 Months Ended

Jun. 30, 2014

Jun. 30, 2012

Jun. 30, 2012

Dec. 31, 2011

Dec. 29, 2011

Dec. 28, 2011

Line of Credit Facility [Line Items]

Line of Credit Facility, Maximum Borrowing Capacity $ 0 $ 0

Line of Credit Facility, Amount Outstanding 15,000,000 15,000,000 18,958,512

Balance of JPMorgan Credit as required by the clean up requirement 0

Number of consecutive days the JPMorgan Credit outstanding amount must be paid down to zero per the clean up requirement 30

Number of months for which the clean up requirement is applied 12

Interest rate Option 1-Mininum margin above LIBOR 2.25%

Interest rate Option1-Maximum margin above LIBOR 3.50%

Interest rate Option2-Mininum margin above JPMorgan prime rate 1.00%

Interest rate Option2-Maximum margin above JPMorgan prime rate 2.50%

Type of priority security interests on Platinum's assets secured under the JPMorgan Credit Agreement first

Long-term Debt 168,340,371 168,340,371 167,689,860

JPMorgan order of lien creditors in the Intercreditor Agreement first

Holders of the Senior Notes order of lien creditors in the Intercreditor Agreement Second

JPMorgan [Member]

Line of Credit Facility [Line Items]

Line of Credit Facility, Initiation Date December 28, 2011

Line of Credit Facility, Maximum Borrowing Capacity 15,000,000

Line of Credit Facility, Amount Outstanding 15,000,000 15,000,000 15,000,000

Line of Credit Facility, Expiration Date June 30, 2014

Line of Credit Facility, Unused Capacity, Commitment Fee Percentage 0.25%

Line of Credit Facility, Interest Rate During Period 2.74% 2.75%

Other indebtedness permitted by covenants 5,000,000 5,000,000

Exchange Offer [Member]

Line of Credit Facility [Line Items]

Debt Instrument, Debt Default, Description of Violation or Event of Default Under the terms of the Indenture for our Senior Notes, an Event of Default (as defined in the Indenture) will occur if a default under the Credit Agreement results in the acceleration of indebtedness in excess of $5.0 million. If this Event of Default occurs under the Indenture and is continuing, the Trustee (as defined in the Indenture) or the holders of at least 25.0% in aggregate principal amount of the then outstanding Senior Notes may declare all the Senior Notes to be due and payable immediately. As of the date hereof no such Event of Default has occurred. If the Senior Notes were declared due and payable immediately, the Company would not be able to meets its obligations without liquidating substantially all of its assets or refinancing its debt and there can be no assurance that the proceeds from any such asset sales or refinancing would be sufficient, or at acceptable terms, to enable the Company to satisfy all of its obligations.

JPMorgan [Member]

Line of Credit Facility [Line Items]

Line of Credit Facility, Interest Rate Description The interest rate applicable to the Credit Agreement is, at our option, either LIBOR plus a margin ranging from 2.25% to 3.50% (depending on our total leverage ratio) or, the JPMorgan prime rate, called “CBFR”, plus a margin ranging from 1.00% to 2.50% (depending upon such total leverage ratio). The CBFR rate is the higher of (i) the interest rate publicly announced by JPMorgan as its prime rate and (ii) the adjusted LIBOR rate as calculated by JPMorgan

Line of Credit Facility, Covenant Terms The Credit Agreement contains a number of negative covenants that, among other things, restrict our ability to sell assets, incur additional debt, create liens on assets, make investments or acquisitions, engage in mergers or consolidations, pay dividends to stockholders or repurchase common stock, and other corporate activities. The negative covenant with respect to our debt, prohibits us from incurring indebtedness for borrowed money, installment obligations, or obligations under capital leases, other than (1) unsecured trade debt incurred in the ordinary course of business, (2) indebtedness owing under the Credit Agreement, (3) indebtedness existing prior to execution of the Credit Agreement not paid off with the proceeds of borrowings under the Credit Agreement with the permission of JPMorgan, (4) purchase money indebtedness, (5) indebtedness created for the sole purpose of amending, extending, renewing or replacing permitted indebtedness referred to in clause (3) (provided the principal amount of such indebtedness is not increased) and (6) other indebtedness in the aggregate amount of $5.0 million per year, excluding insurance premium financing. The Credit Agreement also contains affirmative financial covenants relating to our (1) maximum leverage ratio, measured quarterly beginning June 30, 2012, (2) minimum fixed charge coverage ratio, measured quarterly beginning September 30, 2012, and (3) minimum average daily cash position, measured monthly beginning May 31, 2012.

Debt Instrument, Debt Default, Description of Violation or Event of Default For the covenant compliance period ended June 30, 2012, the Company's Leverage Ratio (as defined in the Credit Agreement) exceeded the maximum level allowed under the Credit Agreement. An Event of Default under the Credit Agreement (as defined therein) will occur, absent a waiver of the covenant violation by JPMorgan, upon expiration of a 30 day cure period commencing on the date written notice of default is provided to the Company by JPMorgan. As of the date hereof, no such notice had been given and no Event of Default has occurred. Upon expiration of the cure period and occurrence of an Event of Default, JPMorgan may, at its option and upon additional notice to the Company, accelerate the due date of the Note issued by the Company in in respect of the Credit Agreement and the outstanding balance would become due and payable immediately. The Company has obtained on August 16, 2012 from JPMorgan a waiver of the June 30, 2012 covenant violation and will eventually enter into an amendment to the Credit Agreement to avoid the occurrence of an Event of Default in the future; however, no assurance can be given i) that the Company will be successful in negotiating an amendment, ii) that the Company will be able to avoid an Event of Default, or iii) that JPMorgan will not choose to accelerate the due date of the Note upon the occurrence of an Event of Default

Amount in excess of which acceleration of debt occurs due to Event of Default 5,000,000

Percentage of aggregate principal amount outstanding Senior Notes at which bond holders can declare Senior Notes immediately due and payable upon Event of Default 25.00%

Long-term Debt $ 168,340,371 $ 168,340,371

v2.4.0.6

DEFERRED REVENUE (Details) (USD $)
1 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended

Dec. 31, 2011

Jun. 30, 2012

Mar. 31, 2011

Jun. 30, 2012

Dec. 31, 2011

Dec. 31, 2010

Deferred Revenue [Abstract]

Deferred Revenue, Noncurrent $ 3,500,000 $ 1,000,000 $ 1,000,000 $ 3,500,000 $ 20,000,000

Number of contracts under deferred revenue arrangement 2

Customer Refundable Fees, Refund Payments 10,000,000

Amount set in escrow account by customer to offset future billings 10,000,000

Customer Refundable Fees, Cash Received 6,900,000 10,000,000

Deferred Revenue, Current 9,627,129 6,000,000 6,000,000 9,627,129

Recognition of Deferred Revenue $ 1,002,068 $ 6,127,129

v2.4.0.6

VARIABLE INTEREST ENTITY (Details) (USD $)
3 Months Ended 6 Months Ended

Mar. 31, 2011

Jun. 30, 2012

Dec. 31, 2011

Variable Interest Entity, Primary Beneficiary, Does Not Hold Majority Voting Interest, Disclosures [Abstract]

Variable Interest Entity, Consolidated, Carrying Amount, Assets $ 14,000,000

Variable Interest Entity, Consolidated, Carrying Amount, Liabilities 11,300,000

Variable Interest Entity, Qualitative or Quantitative Information, Date Involvement Began March 3, 2011

Fair Value of Assets Acquired $ 2,646,064

Business Acquisition, Effective Date of Acquisition We obtained control of the WSB Business effective March 3, 2011. In accordance with FASB ASC Topic 805, Business Combinations, we accounted for the acquisition of the WSB Business using the acquisition method which requires an acquirer to recognize and measure the identifiable assets acquired and liabilities assumed at their fair values as of the acquisition date.

Variable Interest Entity, Methodology for Determining Whether Entity is Primary Beneficiary We account for variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810, Consolidation. On March 3, 2011, we entered into a lease agreement with Well Services Blocker, Inc. (“WSB”) and two of its wholly owned entities, Moncla Pressure Pumping Well Services, L.L.C. (“PP”) and Moncla Coil Tubing Well Services, LLC. (“CT”) to lease all of the coil tubing and pressure pumping equipment held by PP, CT and MW Services Transportation LLC (“MWST”) (collectively, the “WSB Business”). Due to a protective right included in the lease agreement that enables the sole shareholder of the WSB Business to sell to us the assets subject to the lease purchase agreement upon the occurrence of certain events, we determined that PP, CT and MWST are variable interest entities. We further determined that we are the primary beneficiary of PP, CT and MWST because the lease provides us with full control of all of the operating assets of PP, CT and MWST.

v2.4.0.6

STOCK AWARD PLAN Stock comp expense (Details) (USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended 6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Jun. 30, 2012

Y

Jun. 30, 2011

Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost $ 0.3 $ 0.2 $ 0.5 $ 0.4

Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized $ 2.5 $ 2.5

Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition 0

Stock Options [Member]

Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross 3

v2.4.0.6

INVENTORY
6 Months Ended

Jun. 30, 2012

Inventory Disclosure [Abstract]

Inventory Disclosure [Text Block]
INVENTORY

Inventory consisted of the following:

June 30, 2012

December 31, 2011
Sand

$
5,103,303

$
3,439,221

Consumable spare parts

1,802,079

1,416,157

Chemicals

355,014

416,695

Total inventory

$
7,260,396

$
5,272,073

v2.4.0.6

FINANCIAL INFORMATION ABOUT THE COMPANY AND THE SUBSIDIARY GUARANTOR Income Statement (Details) (USD $)
3 Months Ended 6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Jun. 30, 2012

Jun. 30, 2011

Revenues $ 32,936,905 $ 801,914 $ 73,071,941 $ 1,103,930

Cost of Services (32,664,146) (1,319,047) (65,245,763) (1,487,968)

Depreciation (5,251,697) (1,057,140) (10,334,145) (1,347,047)

General and Administrative Expense (4,241,545) (3,353,018) (8,899,499) (5,687,847)

Loss from operations (9,220,483) (4,927,291) (11,407,466) (7,418,932)

Interest Income (Expense), Net (7,417,716) (3,992,503) (14,744,858) (5,402,698)

Loss before income tax (16,638,199) (8,919,794) (26,152,324) (12,821,630)

Income Tax Benefit (Expense) (59,953) 127,645 (15,868) 108,775

Net loss (16,698,152) (8,792,149) (26,168,192) (12,712,855)

Parent Company [Member]

Revenues 0 0 0 0

Cost of Services 0 0 0 0

Depreciation 0 0 0 0

General and Administrative Expense (3,265,274) (3,158,107) (5,685,509) (5,492,936)

Loss from operations (3,265,274) (3,158,107) (5,685,509) (5,492,936)

Interest Income (Expense), Net 906,101 (4,040,918) 1,693,135 (5,451,113)

Loss before income tax (2,359,173) (7,199,025) (3,992,374) (10,944,049)

Income Tax Benefit (Expense) 0 0 0 0

Net loss (2,359,173) (7,199,025) (3,992,374) (10,944,049)

Guarantor Subsidiaries [Member]

Revenues 32,936,905 801,914 73,071,941 1,103,930

Cost of Services (33,294,146) (1,946,215) (66,505,763) (2,315,430)

Depreciation (4,435,033) (170,496) (8,696,745) (234,884)

General and Administrative Expense (976,153) (192,736) (3,213,872) (192,736)

Loss from operations (5,768,427) (1,507,533) (5,344,439) (1,639,120)

Interest Income (Expense), Net (8,357,080) 0 (16,504,230) 0

Loss before income tax (14,125,507) (1,507,533) (21,848,669) (1,639,120)

Income Tax Benefit (Expense) (135,085) 0 (167,675) 0

Net loss (14,260,592) (1,507,533) (22,016,344) (1,639,120)

Non-Guarantor Subsidiaries [Member]

Revenues 630,000 630,000 1,260,000 840,000

Cost of Services 0 (2,832) 0 (12,538)

Depreciation (816,664) (886,644) (1,637,400) (1,112,163)

General and Administrative Expense (118) (2,175) (118) (2,175)

Loss from operations (186,782) (261,651) (377,518) (286,876)

Interest Income (Expense), Net 33,263 48,415 66,237 48,415

Loss before income tax (153,519) (213,236) (311,281) (238,461)

Income Tax Benefit (Expense) 75,132 127,645 151,807 108,775

Net loss (78,387) (85,591) (159,474) (129,686)

Eliminations [Member]

Revenues (630,000) (630,000) (1,260,000) (840,000)

Cost of Services 630,000 630,000 1,260,000 840,000

Depreciation 0 0 0 0

General and Administrative Expense 0 0 0 0

Loss from operations 0 0 0 0

Interest Income (Expense), Net 0 0 0 0

Loss before income tax 0 0 0 0

Income Tax Benefit (Expense) 0 0 0 0

Net loss $ 0 $ 0 $ 0 $ 0

v2.4.0.6

DEBT Exchange Offer (Details) (Exchange Offer [Member], USD $)
In Millions, unless otherwise specified

Mar. 15, 2012

Exchange Offer [Member]

Debt Instrument [Line Items]

Senior Notes, Noncurrent $ 173.1

Senior Notes Exchange Offer 172.8

Principal amount of Senior Notes tendered in the Exchange Offer $ 172.8

v2.4.0.6

RELATED PARTY TRANSACTIONS Due to Affiliates (Tables)
6 Months Ended

Jun. 30, 2012

Related Party Transactions [Abstract]

Due to Affiliates [Table Text Block]
Balance as of December 31, 2011
$
11,105,056

Lease payments to the WSB Business
(1,260,000
)
Other, net
(76,342
)
Balance as of June 30, 2012
$
9,768,714

v2.4.0.6

EARNINGS PER SHARE (Tables)
6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Earnings Per Share [Abstract]

Schedule of Calculation of Numerator and Denominator in Earnings Per Share [Table Text Block]

Three Months Ended

Three Months Ended

June 30, 2012

June 30, 2011

(Unaudited)
Net loss attributable to Platinum—basic and diluted
$
(16,619,765
)

$
(8,706,558
)
Weighted average shares of common stock outstanding—basic and diluted
15,290,809

13,788,769

Net loss per share:

Basic and Diluted
$
(1.09
)

$
(0.63
)

Six Months Ended

Six Months Ended

June 30, 2012

June 30, 2011

(Unaudited)
Net loss attributable to Platinum—basic and diluted
$
(26,008,718
)

$
(12,583,169
)
Weighted average shares of common stock outstanding—basic and diluted
14,554,624

9,430,860

Net loss per share:

Basic and Diluted
$
(1.79
)

$
(1.33
)

v2.4.0.6

STOCKHOLDERS EQUITY Common Stock (Details) (USD $)
3 Months Ended 6 Months Ended 12 Months Ended

Mar. 31, 2012

Mar. 31, 2011

Jun. 30, 2012

Dec. 31, 2011

Stockholders' Equity Note, Stock Split, Conversion Ratio 5 10

Adjustments to Additional Paid in Capital, Stock Split $ 62,140

Stockholders' Equity, Reverse Stock Split 0 No fractional shares were issued in connection with the reverse stock split on January 6, 2012, and in lieu thereof, the number of shares of common stock held by any stockholder who would otherwise have been entitled to a fractional share was rounded up to the next highest full share.

v2.4.0.6

SEGMENT REPORTING (Tables)
3 Months Ended 6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Jun. 30, 2012

Jun. 30, 2011

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment [Table Text Block]
Three Months Ended
Hydraulic Fracturing

Coil Tubing

Other Pressure Pumping

Corporate and Other⁽²⁾

Consolidated
June 30, 2012

Revenues
$
30,205,000

$
1,562,088

$
1,169,817

$
—

$
32,936,905

Cost of services
(27,904,869
)

(1,854,346
)

(779,351
)

(2,125,580
)

(32,664,146
)
Gross profit (loss)⁽¹⁾
2,300,131

(292,258
)

390,466

(2,125,580
)

272,759

Depreciation
(3,512,524
)

(1,070,378
)

(628,921
)

(39,874
)

(5,251,697
)
General and administrative expense
—

—

—

(4,241,545
)

(4,241,545
)
Operating loss
$
(1,212,393
)

$
(1,362,636
)

$
(238,455
)

$
(6,406,999
)

$
(9,220,483
)
Capital expenditures, including equipment deposits
3,146,466

—

805,000

—

3,951,466

Three Months Ended
Hydraulic Fracturing

Coil Tubing

Other Pressure Pumping

Corporate and Other(2)

Consolidated
June 30, 2011

Revenues
$
—

$
604,203

$
197,711

$
—

$
801,914

Cost of services
(117,541
)

(440,091
)

(97,440
)

(663,975
)

(1,319,047
)
Gross profit (loss)⁽¹⁾
(117,541
)

164,112

100,271

(663,975
)

(517,133
)
Depreciation
(83,077
)

(649,550
)

(301,229
)

(23,284
)

(1,057,140
)
General and administrative expense
—

—

—

(3,353,018
)

(3,353,018
)
Operating loss
$
(200,618
)

$
(485,438
)

$
(200,958
)

$
(4,040,277
)

$
(4,927,291
)
Capital expenditures, including equipment deposits
34,139,488

1,277,887

—

190,590

35,607,965

___________________
(1)
Gross Profit represents Revenues minus Costs of services.
(2) “Corporate and Other” represents items that are not directly related to a particular operating segment and eliminations.
Excluding the $4.2 million and $3.4 million in corporate general and administrative expenses for the three-month periods ended June 30, 2012 and 2011, respectively, total operating segments’ loss for such periods would have been $5.0 million and $1.6 million, respectively.

Six Months Ended
Hydraulic Fracturing

Coil Tubing

Other Pressure Pumping

Corporate and Other⁽²⁾

Consolidated
June 30, 2012

Revenues
$
65,243,200

$
5,760,707

$
2,068,034

$
—

$
73,071,941

Cost of services
(54,894,979
)

(4,985,387
)

(1,636,449
)

(3,728,948
)

(65,245,763
)
Gross profit (loss)⁽¹⁾
10,348,221

775,320

431,585

(3,728,948
)

7,826,178

Depreciation
(7,188,124
)

(2,177,989
)

(895,293
)

(72,739
)

(10,334,145
)
General and administrative expense
—

—

—

(8,899,499
)

(8,899,499
)
Operating income (loss)
$
3,160,097

$
(1,402,669
)

$
(463,708
)

$
(12,701,186
)

$
(11,407,466
)
Capital expenditures, including equipment deposits
9,505,726

8,938

805,000

—

10,319,664

Six Months Ended
Hydraulic Fracturing

Coil Tubing

Other Pressure Pumping

Corporate and Other⁽²⁾

Consolidated
June 30, 2011

Revenues
$
—

$
801,465

$
302,465

$
—

$
1,103,930

Cost of services
(117,541
)

(514,586
)

(191,866
)

(663,975
)

(1,487,968
)
Gross profit (loss)⁽¹⁾
(117,541
)

286,879

110,599

(663,975
)

(384,038
)
Depreciation and amortization
(83,077
)

(875,926
)

(361,214
)

(26,830
)

(1,347,047
)
General and administrative expense
—

—

—

(5,687,847
)

(5,687,847
)
Operating loss
$
(200,618
)

$
(589,047
)

$
(250,615
)

$
(6,378,652
)

$
(7,418,932
)
Capital expenditures, including equipment deposits
34,139,488

14,017,736

3,006,551

190,590

51,354,365

_________________
⁽¹⁾
Gross Profit represents Revenues minus Costs of services.
⁽²⁾
“Corporate and Other” represents items that are not directly related to a particular operating segment and eliminations. Excluding the $8.9 million and $5.7 million in corporate general and administrative expenses for the six-month periods ended June 30, 2012 and 2011, respectively, total operating segments’ loss for such periods would have been $2.5 million and $1.7 million, respectively.

v2.4.0.6

SUPPLEMENTAL FINANCIAL INFORMATION (Tables)
6 Months Ended

Jun. 30, 2012

SUPPLEMENTAL FINANCIAL INFORMATION [Abstract]

Schedule of Other Assets, Non Current [Table Text Block]

June 30,
2012

December 31,
2011
Deferred costs related to

Senior Notes, Original and Additional
$
10,697,136

$
12,169,964

Equity offering and line of credit
104,740

1,873,392

Security deposits related to operating leases
2,133,387

2,133,387

Total other assets
$
12,935,263

$
16,176,743

Schedule of Other Assets [Table Text Block]

June 30,
2012

December 31,
2011
Prepayments for

Materials and equipment
$
13,607,847

$
6,420,228

Insurance
2,766,307

563,494

Rents and leases
489,445

568,097

Security deposits and permits
12,001

12,001

Total prepayments
$
16,875,600

$
7,563,820

Schedule of Accrued Liabilities [Table Text Block]

June 30,
2012

December 31,
2011
Accrued payroll
$
641,700

$
1,628,170

Accrued expenses
4,844,512

2,073,290

Accrued taxes
849,922

1,829,699

Accruals related to various materials and equipment
6,000,696

5,511,491

Accrued interest on Senior Notes
8,222,380

8,222,380

Total accrued expenses
$
20,559,210

$
19,265,030

Supplemental Cash flows Info [Table Text Block]

June 30,
2012

June 30,
2011
Accounts receivable
$
8,118,025

$
107,856

Inventory
(1,988,323
)

—

Prepaids and other current assets
(9,311,780
)

(2,431,440
)
Accounts payable and accrued expenses
18,430,162

6,686,704

Deferred revenue
(6,127,129
)

—

Changes in assets and liabilities
$
9,120,955

$
4,363,120

v2.4.0.6

FAIR MARKET VALUE MEASUREMENTS
6 Months Ended

Jun. 30, 2012

Fair Value Disclosures [Abstract]

Fair Value Disclosures [Text Block]
FAIR MARKET VALUE MEASUREMENTS

Fair Value Valuation Techniques

The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels:

•
Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date.

•
Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability.

•
Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date.

The following table presents the placement in the fair value hierarchy of assets and liabilities that are measured at fair value on a recurring basis:

Carrying Value

Fair Value

Quoted Prices in Active Markets for Identical Assets
June 30, 2012

(Level 1)
Investment securities
$
—

$
—

$
—

December 31, 2011

Investment securities
$
4,951,361

$
4,951,361

$
4,951,361

In February 2012, we liquidated our investment securities.

The carrying amounts of our financial instruments, consisting of cash equivalents, investment securities, accounts receivable, accounts payable, accrued expenses, and our line of credit, approximate their fair values due to their relatively short maturities.

v2.4.0.6

FINANCIAL INFORMATION ABOUT THE COMPANY AND THE SUBSIDIARY GUARANTOR (Tables)
6 Months Ended

Jun. 30, 2012

FINANCIAL INFORMATION ABOUT THE COMPANY AND THE SUBSIDIARYGUARANTOR [Abstract]

Supplemental Guarantor Information-Cashflow [Table Text Block]
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
Six Months Ended June 30, 2012
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss
$
(3,992,374
)

$
(22,016,344
)

$
(159,474
)

$
—

$
(26,168,192
)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation
—

8,696,745

1,637,400

—

10,334,145

Amortization of debt issuance costs and debt discounts
2,149,190

—

—

—

2,149,190

Deferred income taxes
—

—

(151,808
)

—

(151,808
)
Stock-based compensation expense
464,656

—

—

—

464,656

Write off of equity offering costs
2,273,805

—

—

—

2,273,805

Changes in assets and liabilities:

Accounts receivable
—

8,084,222

33,803

—

8,118,025

Intercompany receivables
(19,098,848
)

—

—

19,098,848

—

Inventory
—

(1,988,323
)

—

—

(1,988,323
)
Accounts payable and accrued expenses
2,295,835

17,490,774

(1,356,447
)

—

18,430,162

Intercompany payables
—

19,098,848

—

(19,098,848
)

—

Other current assets
(2,289,930
)

(7,021,850
)

—

—

(9,311,780
)
Deferred revenue
—

(6,127,129
)

—

—

(6,127,129
)
Net cash provided by (used in) operating activities
$
(18,197,666
)

$
16,216,943

$
3,474

$
—

$
(1,977,249
)
CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of investment securities
$
—

$
—

$
—

$
—

$
—

Sale of investment securities
4,915,927

—

—

—

4,915,927

Purchase of and deposits for property and equipment
—

(10,319,664
)

—

—

(10,319,664
)
Other
—

—

—

—

—

Net cash provided by (used in) investing activities
$
4,915,927

$
(10,319,664
)

$
—

$
—

$
(5,403,737
)
CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from issuance of common stock
$
13,530,569

$
—

$
—

$
—

$
13,530,569

Repayment of line of credit
(3,958,512
)

—

—

—

(3,958,512
)
Payment of equity offering costs
(531,004
)

—

—

—

(531,004
)
Net cash provided by financing activities
$
9,041,053

$
—

$
—

$
—

$
9,041,053

Net increase (decrease) in cash and cash equivalents
$
(4,240,686
)

$
5,897,279

$
3,474

$
—

$
1,660,067

Cash and cash equivalents—Beginning
7,835,894

2,018,418

299,001

—

10,153,313

Cash and cash equivalents—Ending
$
3,595,208

$
7,915,697

$
302,475

$
—

$
11,813,380

Supplemental Guarantor Information-Cashflows11 [Table Text Block]
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
Six Months Ended June 30, 2011
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss
$
(10,944,049
)

$
(1,639,120
)

$
(129,686
)

$
—

$
(12,712,855
)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation
—

234,884

1,112,163

—

1,347,047

Amortization of debt issuance costs and debt discounts
1,066,257

—

—

—

1,066,257

Deferred income taxes
—

—

(108,775
)

—

(108,775
)
Stock-based compensation expense
403,192

—

—

—

403,192

Changes in assets and liabilities:

Accounts receivable
—

(779,673
)

887,529

—

107,856

Intercompany receivables
(53,079,883
)

—

—

53,079,883

—

Accounts payable and accrued expenses
5,831,005

1,597,527

(741,828
)

—

6,686,704

Intercompany payables
—

53,079,883

—

(53,079,883
)

—

Other current assets
(1,330,882
)

(1,100,558
)

—

—

(2,431,440
)
Net cash provided by (used in) operating activities
$
(58,054,360
)

$
51,392,943

$
1,019,403

$
—

$
(5,642,014
)
CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of investment securities
$
(5,658,116
)

$
—

$
—

$
—

$
(5,658,116
)
Sale of investment securities
2,500,000

—

—

—

2,500,000

Purchase of and deposits for property and equipment
—

(51,293,943
)

(60,422
)

—

(51,354,365
)
Other
—

—

6,986

—

6,986

Net cash used in investing activities
$
(3,158,116
)

$
(51,293,943
)

$
(53,436
)

$
—

$
(54,505,495
)
CASH FLOWS FROM FINANCING ACTIVITIES:

Net proceeds from issuance of senior notes
$
112,428,600

$
—

$
—

$
—

$
112,428,600

Proceeds from issuance of preferred stock
20,000,000

—

—

—

20,000,000

Payment of debt issuance costs
(11,146,742
)

—

—

—

(11,146,742
)
Receipt of initial capital
(1,000
)

1,000

—

Release of restricted cash
6,637,493

—

—

—

6,637,493

Repayment of line of credit
(6,746,959
)

—

—

—

(6,746,959
)
Contribution from noncontrolling interests
—

—

(574,478
)

—

(574,478
)
Net cash provided by financing activities
$
121,171,392

$
1,000

$
(574,478
)

$
—

$
120,597,914

Net increase in cash and cash equivalents
$
59,958,916

$
100,000

$
391,489

$
—

$
60,450,405

Cash and cash equivalents—Beginning
1,431,595

—

—

—

1,431,595

Cash and cash equivalents—Ending
$
61,390,511

$
100,000

$
391,489

$
—

$
61,882,000

Supplemental Guarantor Information-BalanceSheet [Table Text Block]
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING BALANCE SHEET
June 30, 2012
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Assets

Current assets:

Cash and cash equivalents
$
3,595,208

$
7,915,697

$
302,475

$
—

$
11,813,380

Accounts receivable, net
—

21,308,545

2,624

—

21,311,169

Inventory
—

7,260,396

—

—

7,260,396

Investment in subsidiary
1,000

—

—

(1,000
)

—

Prepayments and other current assets
2,828,308

14,047,292

—

—

16,875,600

Deferred tax asset
—

—

191,762

—

191,762

Intercompany receivables
192,559,049

—

—

(192,559,049
)

—

Total current assets
$
198,983,565

$
50,531,930

$
496,861

$
(192,560,049
)

$
57,452,307

Property and equipment, net
—

170,727,734

13,465,420

—

184,193,154

Other assets
10,810,903

2,124,360

—

—

12,935,263

Total assets
$
209,794,468

$
223,384,024

$
13,962,281

$
(192,560,049
)

$
254,580,724

Liabilities and Stockholders’ Equity (Deficit)

Current liabilities:

Line of credit
$
15,000,000

$
—

$
—

$
—

$
15,000,000

Accounts payable—Trade
5,086,752

24,262,248

95,871

—

29,444,871

Accounts payable—Capital expenditures
—

27,025,119

—

—

27,025,119

Accrued expenses
8,914,043

11,645,167

—

—

20,559,210

Intercompany payables
—

192,559,049

—

(192,559,049
)

—

Deferred revenue
—

6,000,000

—

—

6,000,000

Total current liabilities
$
29,000,795

$
261,491,583

$
95,871

$
(192,559,049
)

$
98,029,200

Long-term debt
168,340,371

—

—

—

168,340,371

Amounts due to affiliates
20,105

—

9,748,609

—

9,768,714

Deferred revenue
—

1,000,000

—

—

1,000,000

Deferred tax liabilities
—

—

1,411,134

—

1,411,134

Total liabilities
$
197,361,271

$
262,491,583

$
11,255,614

$
(192,559,049
)

$
278,549,419

Stockholders’ Equity (Deficit):

Preferred Stock
32

—

—

—

32

Common Stock
16,570

1,000

—

(1,000
)

16,570

Additional paid in capital
39,099,048

—

—

—

39,099,048

Accumulated other comprehensive income
—

—

—

—

—

Accumulated deficit
(26,682,453
)

(39,108,559
)

—

—

(65,791,012
)
Total stockholders’ equity (deficit)
$
12,433,197

$
(39,107,559
)

$
—

$
(1,000
)

$
(26,675,362
)
Noncontrolling interest
—

—

2,706,667

—

2,706,667

Total Platinum stockholders’ equity (deficit)
$
12,433,197

$
(39,107,559
)

$
2,706,667

$
(1,000
)

$
(23,968,695
)
Total liabilities and stockholders’ equity (deficit)
$
209,794,468

$
223,384,024

$
13,962,281

$
(192,560,049
)

$
254,580,724

Supplemental Guarantor Information-BalanceSheet1231201 [Table Text Block]
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING BALANCE SHEET
December 31, 2011
Assets
Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Current assets:

Cash and cash equivalents
$
7,835,894

$
2,018,418

$
299,001

$
—

$
10,153,313

Accounts receivable, net
—

29,392,767

36,427

—

29,429,194

Available for sale investment securities
4,951,361

—

—

—

4,951,361

Inventory
—

5,272,073

—

—

5,272,073

Investment in subsidiary
1,000

—

—

(1,000
)

—

Prepayments and other current assets
538,378

7,025,442

—

—

7,563,820

Deferred tax asset
—

—

191,762

—

191,762

Intercompany receivables
173,460,201

—

—

(173,460,201
)

—

Total current assets
$
186,786,834

$
43,708,700

$
527,190

$
(173,461,201
)

$
57,561,523

Property and equipment, net
—

150,194,657

15,102,820

—

165,297,477

Other assets
14,052,383

2,124,360

—

—

16,176,743

Total assets
$
200,839,217

$
196,027,717

$
15,630,010

$
(173,461,201
)

$
239,035,743

Liabilities and Stockholders’ Equity (Deficit)

Current liabilities:

Line of credit
$
18,958,512

$
—

$
—

$
—

$
18,958,512

Accounts payable—Trade
914,572

9,826,934

95,900

—

10,837,406

Accounts payable—Capital expenditures
—

8,114,960

—

—

8,114,960

Accrued expenses
10,675,351

8,589,708

(29
)

—

19,265,030

Intercompany payables
—

173,460,201

—

(173,460,201
)

—

Deferred revenue
—

9,627,129

—

—

9,627,129

Total current liabilities
$
30,548,435

$
209,618,932

$
95,871

$
(173,460,201
)

$
66,803,037

Long-term debt
167,689,860

—

—

—

167,689,860

Amounts due to affiliates
—

—

11,105,056

—

11,105,056

Deferred revenue
—

3,500,000

—

—

3,500,000

Deferred tax liabilities
—

—

1,562,942

—

1,562,942

Total liabilities
$
198,238,295

$
213,118,932

$
12,763,869

$
(173,460,201
)

$
250,660,895

Stockholders’ Equity (Deficit):

Preferred Stock
20

—

—

—

20

Common Stock
15,535

1,000

—

(1,000
)

15,535

Additional paid in capital
25,240,012

—

—

—

25,240,012

Accumulated other comprehensive income
35,434

—

—

—

35,434

Accumulated deficit
(22,690,079
)

(17,092,215
)

—

—

(39,782,294
)
Total stockholders’ equity (deficit)
$
2,600,922

$
(17,091,215
)

—

$
(1,000
)

$
(14,491,293
)
Noncontrolling interest
—

—

2,866,141

—

2,866,141

Total Platinum stockholders’ equity (deficit)
$
2,600,922

$
(17,091,215
)

$
2,866,141

$
(1,000
)

$
(11,625,152
)
Total liabilities and stockholders’ equity (deficit)
$
200,839,217

$
196,027,717

$
15,630,010

$
(173,461,201
)

$
239,035,743

Supplemental Guarantor Information-IncStmt [Table Text Block]
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS
Three Months Ended June 30, 2012
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Revenue
$
—

$
32,936,905

$
630,000

$
(630,000
)

$
32,936,905

Cost of services
—

(33,294,146
)

—

630,000

(32,664,146
)
Depreciation
—

(4,435,033
)

(816,664
)

—

(5,251,697
)
General and administrative expenses
(3,265,274
)

(976,153
)

(118
)

—

(4,241,545
)
Loss from operations
$
(3,265,274
)

$
(5,768,427
)

$
(186,782
)

$
—

$
(9,220,483
)
Interest income (expense), net
906,101

(8,357,080
)

33,263

—

(7,417,716
)
Loss before income tax
$
(2,359,173
)

$
(14,125,507
)

$
(153,519
)

$
—

$
(16,638,199
)
Income tax benefit (expense)
—

(135,085
)

75,132

—

(59,953
)
Net loss
$
(2,359,173
)

$
(14,260,592
)

$
(78,387
)

$
—

$
(16,698,152
)

Supplemental Guarantor Information-IncStmt 11 [Table Text Block]
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS
Three Months Ended June 30, 2011
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Revenue
$
—

$
801,914

$
630,000

$
(630,000
)

$
801,914

Cost of services
—

(1,946,215
)

(2,832
)

630,000

(1,319,047
)
Depreciation
—

(170,496
)

(886,644
)

—

(1,057,140
)
General and administrative expenses
(3,158,107
)

(192,736
)

(2,175
)

—

(3,353,018
)
Loss from operations
$
(3,158,107
)

$
(1,507,533
)

$
(261,651
)

$
—

$
(4,927,291
)
Interest income (expense), net
(4,040,918
)

—

48,415

—

(3,992,503
)
Loss before income tax
$
(7,199,025
)

$
(1,507,533
)

$
(213,236
)

$
—

$
(8,919,794
)
Income tax benefit
—

—

127,645

—

127,645

Net loss
$
(7,199,025
)

$
(1,507,533
)

$
(85,591
)

$
—

$
(8,792,149
)

Supplemental Guarantor Information-IncStmtYTDQ2 [Table Text Block]
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS
Six Months Ended June 30, 2012
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Revenue
$
—

$
73,071,941

$
1,260,000

$
(1,260,000
)

$
73,071,941

Cost of services
—

(66,505,763
)

—

1,260,000

(65,245,763
)
Depreciation
—

(8,696,745
)

(1,637,400
)

—

(10,334,145
)
General and administrative expenses
(5,685,509
)

(3,213,872
)

(118
)

—

(8,899,499
)
Loss from operations
$
(5,685,509
)

$
(5,344,439
)

$
(377,518
)

$
—

$
(11,407,466
)
Interest income (expense), net
1,693,135

(16,504,230
)

66,237

—

(14,744,858
)
Loss before income tax
$
(3,992,374
)

$
(21,848,669
)

$
(311,281
)

$
—

$
(26,152,324
)
Income tax benefit (expense)
—

(167,675
)

151,807

—

(15,868
)
Net loss
$
(3,992,374
)

$
(22,016,344
)

$
(159,474
)

$
—

$
(26,168,192
)

Supplemental Guarantor Information-IncStmtYTDQ211 [Table Text Block]
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS
Six Months Ended June 30, 2011
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Revenue
$
—

$
1,103,930

$
840,000

$
(840,000
)

$
1,103,930

Cost of services
—

(2,315,430
)

(12,538
)

840,000

(1,487,968
)
Depreciation
—

(234,884
)

(1,112,163
)

—

(1,347,047
)
General and administrative expenses
(5,492,936
)

(192,736
)

(2,175
)

—

(5,687,847
)
Loss from operations
$
(5,492,936
)

$
(1,639,120
)

$
(286,876
)

$
—

$
(7,418,932
)
Interest income (expense), net
(5,451,113
)

—

48,415

—

(5,402,698
)
Loss before income tax
$
(10,944,049
)

$
(1,639,120
)

$
(238,461
)

$
—

$
(12,821,630
)
Income tax benefit
—

—

108,775

—

108,775

Net loss
$
(10,944,049
)

$
(1,639,120
)

$
(129,686
)

$
—

$
(12,712,855
)

v2.4.0.6

DEBT September 11 Senior Notes (Details) (USD $)
6 Months Ended 9 Months Ended 12 Months Ended 6 Months Ended 6 Months Ended 12 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Sep. 30, 2011

Dec. 31, 2012

Sep. 29, 2011

Mar. 03, 2011

Jun. 30, 2012

March 11 Senior Notes [Member]

Dec. 31, 2011

March 11 Senior Notes [Member]

Jun. 30, 2012

September 11 Senior Notes [Member]

Dec. 31, 2012

September 11 Senior Notes [Member]

Dec. 31, 2011

September 11 Senior Notes [Member]

Debt Instrument [Line Items]

Additional Senior Notes Amendment Description In connection with the offering of the Additional Senior Notes, we obtained the consent of holders of a majority in aggregate principal amount of outstanding Original Senior Notes to certain amendments to the indenture to (i) increase certain permitted indebtedness under our indenture from $35 million to $50 million in aggregate principal amount to allow for the issuance of the Additional Senior Notes and eliminate the requirement that the proceeds of the issuance of such Additional Senior Notes be used by us solely for the purpose of acquiring equipment, and (ii) amend the covenant relating to maximum amount of capital expenditures permitted to be incurred in any fiscal year from $10 million to $30 million effective in the fiscal year commencing in 2012 (and increase from $113 million to $160 million the exclusion for anticipated expenditures for new equipment thereunder).

Permitted Indebtedness-Mininum $ 35,000,000

Permitted indebtedness-Maximum 50,000,000

Maximum permitted capital expenditures-lower threshold 10,000,000

Maxinum permitted capital expenditures-higher threshold 30,000,000

Lower threshold permitted for capital spending for anticipated equipment 113,000,000

Higher threshold amount for capital spending for anticipated equipment 160,000,000

Hypothethical cash proceeds from IPO by June 30, 2012 100,000,000

Threshold overwhich redemption of Notes is required upon IPO by June 30, 2012 100,000,000

Debt Instrument, Offering Date March 3, 2011 September 29, 2011

Proceeds from Issuance of Senior Long-term Debt 0 112,428,600 50,000,000

Percentage of cash received for Senior Notes upon issuance 95.00% 97.76%

Debt Instrument, Unamortized Discount 2,500,000 2,600,000

Unamortized Debt Issuance Expense $ 8,100,000 $ 9,200,000 $ 2,600,000 $ 2,900,000

Long-term Debt, Description In connection with the offering of the Additional Senior Notes, we obtained the consent of holders of a majority in aggregate principal amount of outstanding Original Senior Notes to certain amendments to the indenture to (i) increase certain permitted indebtedness under our indenture from $35 million to $50 million in aggregate principal amount to allow for the issuance of the Additional Senior Notes and eliminate the requirement that the proceeds of the issuance of such Additional Senior Notes be used by us solely for the purpose of acquiring equipment, and (ii) amend the covenant relating to maximum amount of capital expenditures permitted to be incurred in any fiscal year from $10 million to $30 million effective in the fiscal year commencing in 2012 (and increase from $113 million to $160 million the exclusion for anticipated expenditures for new equipment thereunder). In addition, we agreed that if we complete, on or prior to June 30, 2012, an equity offering (an underwritten initial public offering of our common stock) with net cash proceeds to us in excess of $100 million, we will redeem that amount of Senior Notes whose aggregate redemption price is at least equal to the amount of such excess over $100 million.

v2.4.0.6

VARIABLE INTEREST ENTITY VIE Narrative (Details)
3 Months Ended 6 Months Ended

Mar. 31, 2011

Jun. 30, 2012

Variable Interest Entity, Primary Beneficiary, Does Not Hold Majority Voting Interest, Disclosures [Abstract]

Variable Interest Entity, Methodology for Determining Whether Entity is Primary Beneficiary We account for variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810, Consolidation. On March 3, 2011, we entered into a lease agreement with Well Services Blocker, Inc. (“WSB”) and two of its wholly owned entities, Moncla Pressure Pumping Well Services, L.L.C. (“PP”) and Moncla Coil Tubing Well Services, LLC. (“CT”) to lease all of the coil tubing and pressure pumping equipment held by PP, CT and MW Services Transportation LLC (“MWST”) (collectively, the “WSB Business”). Due to a protective right included in the lease agreement that enables the sole shareholder of the WSB Business to sell to us the assets subject to the lease purchase agreement upon the occurrence of certain events, we determined that PP, CT and MWST are variable interest entities. We further determined that we are the primary beneficiary of PP, CT and MWST because the lease provides us with full control of all of the operating assets of PP, CT and MWST.

Business Acquisition, Effective Date of Acquisition We obtained control of the WSB Business effective March 3, 2011. In accordance with FASB ASC Topic 805, Business Combinations, we accounted for the acquisition of the WSB Business using the acquisition method which requires an acquirer to recognize and measure the identifiable assets acquired and liabilities assumed at their fair values as of the acquisition date.

v2.4.0.6

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)

Jun. 30, 2012

Dec. 31, 2011

CURRENT ASSETS:

Cash and Cash Equivalents, at Carrying Value $ 11,813,380 $ 10,153,313

Available for sale investment securities 0 4,951,361

Accounts receivable, net of allowance for doubtful accounts of $477,019 21,311,169 29,429,194

Inventory 7,260,396 5,272,073

Prepayments and other current assets 16,875,600 7,563,820

Deferred Tax Assets, Net, Current 191,762 191,762

Total current assets 57,452,307 57,561,523

Property, Plant and Equipment, Net 184,193,154 165,297,477

Other Assets 12,935,263 16,176,743

TOTAL ASSETS 254,580,724 239,035,743

CURRENT LIABILITIES:

Line of credit 15,000,000 18,958,512

Accounts Payable-Trade 29,444,871 10,837,406

Accounts Payable-Capital Expenditures 27,025,119 8,114,960

Accrued expenses 20,559,210 19,265,030

Deferred Revenue, Current 6,000,000 9,627,129

Total Current Liabilities 98,029,200 66,803,037

Long-term Debt 168,340,371 167,689,860

Due to Affiliate, Noncurrent 9,768,714 11,105,056

Deferred Revenue, Noncurrent 1,000,000 3,500,000

Deferred Tax Liabilities, Noncurrent 1,411,134 1,562,942

TOTAL LIABILITIES 278,549,419 250,660,895

STOCKHOLDERS’ DEFICIT

Preferred Stock Series A, $0.001 par value; authorized 20,000 shares; 20,000 and 20,000 shares issued and outstanding, respectively 32 20

Common stock, $0.001 par value; authorized 99,996,000; 18,270,229 and 15,535,228 shares issued and outstanding, respectively 16,570 15,535

Additional paid in capital 39,099,048 25,240,012

Accumulated other comprehensive income 0 35,434

Accumulated deficit (65,791,012) (39,782,294)

Total stockholders’ equity (deficit) (26,675,362) (14,491,293)

Noncontrolling interest 2,706,667 2,866,141

Total Platinum stockholders’ deficit (23,968,695) (11,625,152)

TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT 254,580,724 239,035,743

Series A Preferred Stock [Member]

STOCKHOLDERS’ DEFICIT

Preferred Stock Series A, $0.001 par value; authorized 20,000 shares; 20,000 and 20,000 shares issued and outstanding, respectively 20 20

Preferred Stock Series B, $0.001 par value; authorized 13,500 shares; 12,388 and zero shares issued and outstanding, respectively 20,000 20,000

Series B Preferred Stock [Member]

STOCKHOLDERS’ DEFICIT

Preferred Stock Series A, $0.001 par value; authorized 20,000 shares; 20,000 and 20,000 shares issued and outstanding, respectively $ 12 $ 0

Preferred Stock Series B, $0.001 par value; authorized 13,500 shares; 12,388 and zero shares issued and outstanding, respectively 12,388 0

v2.4.0.6

STOCKHOLDERS EQUITY Preferred Stock (Details) (USD $)
3 Months Ended 6 Months Ended 3 Months Ended 3 Months Ended 6 Months Ended

Mar. 31, 2011

Jun. 30, 2012

Mar. 03, 2011

Mar. 31, 2011

Series A Preferred Stock [Member]

Jun. 30, 2012

Series A Preferred Stock [Member]

Dec. 31, 2011

Series A Preferred Stock [Member]

Mar. 03, 2011

Series A Preferred Stock [Member]

Mar. 31, 2012

Series B Preferred Stock [Member]

Jun. 30, 2012

Series B Preferred Stock [Member]

Mar. 30, 2012

Series B Preferred Stock [Member]

Dec. 31, 2011

Series B Preferred Stock [Member]

Mar. 30, 2012

Series B [Member]

Preferred Stock, Shares Issued 20,000 20,000 20,000 12,388 13,500 0

Preferred Stock, Value, Issued $ 20,000,000 $ 13,500,000

Preferred Stock Liquidation Preference Value 40,000,000

Stock Issued During Period, Shares, Conversion of Convertible Securities 115,000 2,477,600 9,896,960 2,700,000

Convertible Preferred Stock, Shares Issued upon Conversion 200

Preferred Stock, Dividend Rate, Percentage 5.00%

Class of Warrant or Right, Number of Securities Called by Warrants or Rights 1,037,968

Class of Warrant or Right, Exercise Price of Warrants or Rights 0.05 3

Adjustments to Additional Paid in Capital, Warrant Issued 1,150,000 1,620,000

Preferred Stock, Shares Outstanding 20,000 20,000 12,388 0

Preferred Stock, Amount of Preferred Dividends in Arrears $ 77,425

v2.4.0.6

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT (USD $)

Total

Series A Preferred Stock [Member]

Series B Preferred Stock [Member]

Common Stock [Member]

Common Stock [Member]

Stock Awards [Member]

Additional Paid-in Capital [Member]

Additional Paid-in Capital [Member]

Stock Awards [Member]

Additional Paid-in Capital [Member]

Stock Options [Member]

Stockholders' Equity, Total [Member]

Stockholders' Equity, Total [Member]

Stock Awards [Member]

Stockholders' Equity, Total [Member]

Stock Options [Member]

Accumulated Other Comprehensive Income (Loss) [Member]

Accumulated Other Comprehensive Income (Loss) [Member]

Stock Awards [Member]

Accumulated Other Comprehensive Income (Loss) [Member]

Stock Options [Member]

Retained Earnings [Member]

Retained Earnings [Member]

Stock Awards [Member]

Retained Earnings [Member]

Stock Options [Member]

Noncontrolling Interest [Member]

Noncontrolling Interest [Member]

Stock Awards [Member]

Noncontrolling Interest [Member]

Stock Options [Member]

Balance at beginning of period, value at Dec. 31, 2011 $ (11,625,152) $ 20 $ 0 $ 15,535 $ 25,240,012 $ (11,625,152) $ 35,434 $ (39,782,294) $ 2,866,141

Balance at beginning of period, shares at Dec. 31, 2011 15,535,229

Preferred Stock, Shares Issued 20,000

Stock Issued During Period, Shares, Conversion of Convertible Securities 2,477,600 611,386 30,570

Stock Issued During Period, Value, Conversion of Convertible Securities 612 29,958

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of stock awards and stock-based compensation amortization, shares 201,347

Issuance of stock awards and stock-based compensation amortization, value 201 384,952 385,153 0 0 0 0 0 0

Share-based Compensation 464,656 79,503 79,503

Stock Issued During Period, Shares, New Issues 2,700,000

Stock Issued During Period, Value, New Issues 13,362,157 13,364,857 0 0 0

Unrealized loss on investment securities (35,434) (35,434)

Net loss (26,168,192) (26,168,192) (26,008,718) (159,474)

Common stock issued par value 2,700

Conversion of Stock, Shares Converted (2,477,600) 0

Par value of stock convertible to preferred stock (2,478)

Paid in capital in conversion of common stock to preferred stock 2,466

Balance at end of period, value at Jun. 30, 2012 (23,968,695) 20 16,570 39,099,048 (23,968,695) 0 (65,791,012) 2,706,667

Balance at end of period, shares at Jun. 30, 2012 16,570,362

Balance at beginning of period, value at Mar. 31, 2012

Preferred Stock, Shares Issued 20,000 12,388

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net loss (16,698,152)

Preferred Stock issued in exchange for common stock 12,388

Par value of Preferred Stock Series B issued in exchange of common stock 12

Balance at end of period, value at Jun. 30, 2012 $ (23,968,695) $ 20 $ 12

v2.4.0.6

SUPPLEMENTAL FINANCIAL INFORMATION Balance sheet (Details) (USD $)

Jun. 30, 2012

Dec. 31, 2011

Deferred Costs, Noncurrent [Abstract]

Senior Notes, Original $ 10,697,136 $ 12,169,964

Equity offering and line of credit 104,740 1,873,392

Security deposits related to operating leases 2,133,387 2,133,387

Total other assets 12,935,263 16,176,743

Prepaid Expense, Current [Abstract]

Materials and equipment 13,607,847 6,420,228

Insurance 2,766,307 563,494

Rents and various leases 489,445 568,097

Security deposits and various permits 12,001 12,001

Total prepayments 16,875,600 7,563,820

Liabilities, Current [Abstract]

Accrued payroll 641,700 1,628,170

Accrued expenses 4,844,512 2,073,290

Accrued taxes 849,922 1,829,699

Accruals related to various materials and equipment 6,000,696 5,511,491

Accrued interest on Senior Notes 8,222,380 8,222,380

Total accrued expenses $ 20,559,210 $ 19,265,030

v2.4.0.6

PROPERTY AND EQUIPMENT PPE balances (Details) (USD $)

Jun. 30, 2012

Dec. 31, 2011

Property, Plant and Equipment [Abstract]

Furniture and fixtures $ 551,225 $ 529,239

Vehicles 23,939,284 20,806,245

Equipment 167,943,010 148,448,720

Leasehold improvements 1,299,225 151,289

Construction in progress 8,911,567 3,478,995

Property, Plant and Equipment, Gross 202,644,311 173,414,488

Accumulated depreciation (18,451,157) (8,117,011)

Property, Plant and Equipment, Net $ 184,193,154 $ 165,297,477

v2.4.0.6

FINANCIAL INFORMATION ABOUT THE COMPANY AND THE SUBSIDIARY GUARANTOR Overview (Details)
6 Months Ended 9 Months Ended

Jun. 30, 2011

Sep. 30, 2011

Mar. 03, 2011

FINANCIAL INFORMATION ABOUT THE COMPANY AND THE SUBSIDIARYGUARANTOR [Abstract]

Debt Instrument, Offering Date March 3, 2011 September 29, 2011

Debt Instrument, Interest Rate, Stated Percentage 14.25%

Percentage of Senior Notes guaranteed by the wholly owned subsidiary PPP 100.00%

v2.4.0.6

FINANCIAL INFORMATION ABOUT THE COMPANY AND THE SUBSIDIARY GUARANTOR
6 Months Ended

Jun. 30, 2012

FINANCIAL INFORMATION ABOUT THE COMPANY AND THE SUBSIDIARYGUARANTOR [Abstract]

Supplemental Guarantor Information [Text Block]
FINANCIAL INFORMATION ABOUT THE COMPANY AND THE SUBSIDIARY GUARANTOR

On March 3, 2011 and September 29, 2011, Platinum Energy Solutions, Inc. ("PES") completed the private placement of the 14.25% Senior Secured Notes due March 2015, guaranteed on a senior secured basis by Platinum Pressure Pumping, Inc., a wholly owned subsidiary of PES (“PPP” or the “Guarantor”). The guarantee is full and unconditional and (if additional subsidiary guarantors are added) will be joint and several with such other subsidiary guarantors and the Guarantor is 100% owned by PES. Under the terms of the Indenture for the Senior Notes, as amended, PPP may not sell or otherwise dispose of all or substantially all of its assets to, or merge with or into another entity, other than the Company, unless no default exists under the Indenture, as amended, and the acquirer assumes all of the obligations of the Guarantor under the Indenture, as amended. PES is a holding company with no significant operations, other than through its subsidiary.

The following condensed consolidating financial statements present the consolidated balance sheets, consolidated statements of comprehensive loss and consolidated statements of cash flows of PES as parent, PPP as the guarantor subsidiary and non-guarantor entities for the periods reported.
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING BALANCE SHEET
June 30, 2012
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Assets

Current assets:

Cash and cash equivalents
$
3,595,208

$
7,915,697

$
302,475

$
—

$
11,813,380

Accounts receivable, net
—

21,308,545

2,624

—

21,311,169

Inventory
—

7,260,396

—

—

7,260,396

Investment in subsidiary
1,000

—

—

(1,000
)

—

Prepayments and other current assets
2,828,308

14,047,292

—

—

16,875,600

Deferred tax asset
—

—

191,762

—

191,762

Intercompany receivables
192,559,049

—

—

(192,559,049
)

—

Total current assets
$
198,983,565

$
50,531,930

$
496,861

$
(192,560,049
)

$
57,452,307

Property and equipment, net
—

170,727,734

13,465,420

—

184,193,154

Other assets
10,810,903

2,124,360

—

—

12,935,263

Total assets
$
209,794,468

$
223,384,024

$
13,962,281

$
(192,560,049
)

$
254,580,724

Liabilities and Stockholders’ Equity (Deficit)

Current liabilities:

Line of credit
$
15,000,000

$
—

$
—

$
—

$
15,000,000

Accounts payable—Trade
5,086,752

24,262,248

95,871

—

29,444,871

Accounts payable—Capital expenditures
—

27,025,119

—

—

27,025,119

Accrued expenses
8,914,043

11,645,167

—

—

20,559,210

Intercompany payables
—

192,559,049

—

(192,559,049
)

—

Deferred revenue
—

6,000,000

—

—

6,000,000

Total current liabilities
$
29,000,795

$
261,491,583

$
95,871

$
(192,559,049
)

$
98,029,200

Long-term debt
168,340,371

—

—

—

168,340,371

Amounts due to affiliates
20,105

—

9,748,609

—

9,768,714

Deferred revenue
—

1,000,000

—

—

1,000,000

Deferred tax liabilities
—

—

1,411,134

—

1,411,134

Total liabilities
$
197,361,271

$
262,491,583

$
11,255,614

$
(192,559,049
)

$
278,549,419

Stockholders’ Equity (Deficit):

Preferred Stock
32

—

—

—

32

Common Stock
16,570

1,000

—

(1,000
)

16,570

Additional paid in capital
39,099,048

—

—

—

39,099,048

Accumulated other comprehensive income
—

—

—

—

—

Accumulated deficit
(26,682,453
)

(39,108,559
)

—

—

(65,791,012
)
Total stockholders’ equity (deficit)
$
12,433,197

$
(39,107,559
)

$
—

$
(1,000
)

$
(26,675,362
)
Noncontrolling interest
—

—

2,706,667

—

2,706,667

Total Platinum stockholders’ equity (deficit)
$
12,433,197

$
(39,107,559
)

$
2,706,667

$
(1,000
)

$
(23,968,695
)
Total liabilities and stockholders’ equity (deficit)
$
209,794,468

$
223,384,024

$
13,962,281

$
(192,560,049
)

$
254,580,724

PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING BALANCE SHEET
December 31, 2011
Assets
Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Current assets:

Cash and cash equivalents
$
7,835,894

$
2,018,418

$
299,001

$
—

$
10,153,313

Accounts receivable, net
—

29,392,767

36,427

—

29,429,194

Available for sale investment securities
4,951,361

—

—

—

4,951,361

Inventory
—

5,272,073

—

—

5,272,073

Investment in subsidiary
1,000

—

—

(1,000
)

—

Prepayments and other current assets
538,378

7,025,442

—

—

7,563,820

Deferred tax asset
—

—

191,762

—

191,762

Intercompany receivables
173,460,201

—

—

(173,460,201
)

—

Total current assets
$
186,786,834

$
43,708,700

$
527,190

$
(173,461,201
)

$
57,561,523

Property and equipment, net
—

150,194,657

15,102,820

—

165,297,477

Other assets
14,052,383

2,124,360

—

—

16,176,743

Total assets
$
200,839,217

$
196,027,717

$
15,630,010

$
(173,461,201
)

$
239,035,743

Liabilities and Stockholders’ Equity (Deficit)

Current liabilities:

Line of credit
$
18,958,512

$
—

$
—

$
—

$
18,958,512

Accounts payable—Trade
914,572

9,826,934

95,900

—

10,837,406

Accounts payable—Capital expenditures
—

8,114,960

—

—

8,114,960

Accrued expenses
10,675,351

8,589,708

(29
)

—

19,265,030

Intercompany payables
—

173,460,201

—

(173,460,201
)

—

Deferred revenue
—

9,627,129

—

—

9,627,129

Total current liabilities
$
30,548,435

$
209,618,932

$
95,871

$
(173,460,201
)

$
66,803,037

Long-term debt
167,689,860

—

—

—

167,689,860

Amounts due to affiliates
—

—

11,105,056

—

11,105,056

Deferred revenue
—

3,500,000

—

—

3,500,000

Deferred tax liabilities
—

—

1,562,942

—

1,562,942

Total liabilities
$
198,238,295

$
213,118,932

$
12,763,869

$
(173,460,201
)

$
250,660,895

Stockholders’ Equity (Deficit):

Preferred Stock
20

—

—

—

20

Common Stock
15,535

1,000

—

(1,000
)

15,535

Additional paid in capital
25,240,012

—

—

—

25,240,012

Accumulated other comprehensive income
35,434

—

—

—

35,434

Accumulated deficit
(22,690,079
)

(17,092,215
)

—

—

(39,782,294
)
Total stockholders’ equity (deficit)
$
2,600,922

$
(17,091,215
)

—

$
(1,000
)

$
(14,491,293
)
Noncontrolling interest
—

—

2,866,141

—

2,866,141

Total Platinum stockholders’ equity (deficit)
$
2,600,922

$
(17,091,215
)

$
2,866,141

$
(1,000
)

$
(11,625,152
)
Total liabilities and stockholders’ equity (deficit)
$
200,839,217

$
196,027,717

$
15,630,010

$
(173,461,201
)

$
239,035,743

PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS
Three Months Ended June 30, 2012
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Revenue
$
—

$
32,936,905

$
630,000

$
(630,000
)

$
32,936,905

Cost of services
—

(33,294,146
)

—

630,000

(32,664,146
)
Depreciation
—

(4,435,033
)

(816,664
)

—

(5,251,697
)
General and administrative expenses
(3,265,274
)

(976,153
)

(118
)

—

(4,241,545
)
Loss from operations
$
(3,265,274
)

$
(5,768,427
)

$
(186,782
)

$
—

$
(9,220,483
)
Interest income (expense), net
906,101

(8,357,080
)

33,263

—

(7,417,716
)
Loss before income tax
$
(2,359,173
)

$
(14,125,507
)

$
(153,519
)

$
—

$
(16,638,199
)
Income tax benefit (expense)
—

(135,085
)

75,132

—

(59,953
)
Net loss
$
(2,359,173
)

$
(14,260,592
)

$
(78,387
)

$
—

$
(16,698,152
)

PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS
Three Months Ended June 30, 2011
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Revenue
$
—

$
801,914

$
630,000

$
(630,000
)

$
801,914

Cost of services
—

(1,946,215
)

(2,832
)

630,000

(1,319,047
)
Depreciation
—

(170,496
)

(886,644
)

—

(1,057,140
)
General and administrative expenses
(3,158,107
)

(192,736
)

(2,175
)

—

(3,353,018
)
Loss from operations
$
(3,158,107
)

$
(1,507,533
)

$
(261,651
)

$
—

$
(4,927,291
)
Interest income (expense), net
(4,040,918
)

—

48,415

—

(3,992,503
)
Loss before income tax
$
(7,199,025
)

$
(1,507,533
)

$
(213,236
)

$
—

$
(8,919,794
)
Income tax benefit
—

—

127,645

—

127,645

Net loss
$
(7,199,025
)

$
(1,507,533
)

$
(85,591
)

$
—

$
(8,792,149
)
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS
Six Months Ended June 30, 2012
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Revenue
$
—

$
73,071,941

$
1,260,000

$
(1,260,000
)

$
73,071,941

Cost of services
—

(66,505,763
)

—

1,260,000

(65,245,763
)
Depreciation
—

(8,696,745
)

(1,637,400
)

—

(10,334,145
)
General and administrative expenses
(5,685,509
)

(3,213,872
)

(118
)

—

(8,899,499
)
Loss from operations
$
(5,685,509
)

$
(5,344,439
)

$
(377,518
)

$
—

$
(11,407,466
)
Interest income (expense), net
1,693,135

(16,504,230
)

66,237

—

(14,744,858
)
Loss before income tax
$
(3,992,374
)

$
(21,848,669
)

$
(311,281
)

$
—

$
(26,152,324
)
Income tax benefit (expense)
—

(167,675
)

151,807

—

(15,868
)
Net loss
$
(3,992,374
)

$
(22,016,344
)

$
(159,474
)

$
—

$
(26,168,192
)

PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS
Six Months Ended June 30, 2011
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
Revenue
$
—

$
1,103,930

$
840,000

$
(840,000
)

$
1,103,930

Cost of services
—

(2,315,430
)

(12,538
)

840,000

(1,487,968
)
Depreciation
—

(234,884
)

(1,112,163
)

—

(1,347,047
)
General and administrative expenses
(5,492,936
)

(192,736
)

(2,175
)

—

(5,687,847
)
Loss from operations
$
(5,492,936
)

$
(1,639,120
)

$
(286,876
)

$
—

$
(7,418,932
)
Interest income (expense), net
(5,451,113
)

—

48,415

—

(5,402,698
)
Loss before income tax
$
(10,944,049
)

$
(1,639,120
)

$
(238,461
)

$
—

$
(12,821,630
)
Income tax benefit
—

—

108,775

—

108,775

Net loss
$
(10,944,049
)

$
(1,639,120
)

$
(129,686
)

$
—

$
(12,712,855
)
PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
Six Months Ended June 30, 2012
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss
$
(3,992,374
)

$
(22,016,344
)

$
(159,474
)

$
—

$
(26,168,192
)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation
—

8,696,745

1,637,400

—

10,334,145

Amortization of debt issuance costs and debt discounts
2,149,190

—

—

—

2,149,190

Deferred income taxes
—

—

(151,808
)

—

(151,808
)
Stock-based compensation expense
464,656

—

—

—

464,656

Write off of equity offering costs
2,273,805

—

—

—

2,273,805

Changes in assets and liabilities:

Accounts receivable
—

8,084,222

33,803

—

8,118,025

Intercompany receivables
(19,098,848
)

—

—

19,098,848

—

Inventory
—

(1,988,323
)

—

—

(1,988,323
)
Accounts payable and accrued expenses
2,295,835

17,490,774

(1,356,447
)

—

18,430,162

Intercompany payables
—

19,098,848

—

(19,098,848
)

—

Other current assets
(2,289,930
)

(7,021,850
)

—

—

(9,311,780
)
Deferred revenue
—

(6,127,129
)

—

—

(6,127,129
)
Net cash provided by (used in) operating activities
$
(18,197,666
)

$
16,216,943

$
3,474

$
—

$
(1,977,249
)
CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of investment securities
$
—

$
—

$
—

$
—

$
—

Sale of investment securities
4,915,927

—

—

—

4,915,927

Purchase of and deposits for property and equipment
—

(10,319,664
)

—

—

(10,319,664
)
Other
—

—

—

—

—

Net cash provided by (used in) investing activities
$
4,915,927

$
(10,319,664
)

$
—

$
—

$
(5,403,737
)
CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from issuance of common stock
$
13,530,569

$
—

$
—

$
—

$
13,530,569

Repayment of line of credit
(3,958,512
)

—

—

—

(3,958,512
)
Payment of equity offering costs
(531,004
)

—

—

—

(531,004
)
Net cash provided by financing activities
$
9,041,053

$
—

$
—

$
—

$
9,041,053

Net increase (decrease) in cash and cash equivalents
$
(4,240,686
)

$
5,897,279

$
3,474

$
—

$
1,660,067

Cash and cash equivalents—Beginning
7,835,894

2,018,418

299,001

—

10,153,313

Cash and cash equivalents—Ending
$
3,595,208

$
7,915,697

$
302,475

$
—

$
11,813,380

PLATINUM ENERGY SOLUTIONS, INC.
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
Six Months Ended June 30, 2011
(Unaudited)

Parent (PES)

Guarantor (PPP)

Non-Guarantor Entities

Eliminations

Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss
$
(10,944,049
)

$
(1,639,120
)

$
(129,686
)

$
—

$
(12,712,855
)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation
—

234,884

1,112,163

—

1,347,047

Amortization of debt issuance costs and debt discounts
1,066,257

—

—

—

1,066,257

Deferred income taxes
—

—

(108,775
)

—

(108,775
)
Stock-based compensation expense
403,192

—

—

—

403,192

Changes in assets and liabilities:

Accounts receivable
—

(779,673
)

887,529

—

107,856

Intercompany receivables
(53,079,883
)

—

—

53,079,883

—

Accounts payable and accrued expenses
5,831,005

1,597,527

(741,828
)

—

6,686,704

Intercompany payables
—

53,079,883

—

(53,079,883
)

—

Other current assets
(1,330,882
)

(1,100,558
)

—

—

(2,431,440
)
Net cash provided by (used in) operating activities
$
(58,054,360
)

$
51,392,943

$
1,019,403

$
—

$
(5,642,014
)
CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of investment securities
$
(5,658,116
)

$
—

$
—

$
—

$
(5,658,116
)
Sale of investment securities
2,500,000

—

—

—

2,500,000

Purchase of and deposits for property and equipment
—

(51,293,943
)

(60,422
)

—

(51,354,365
)
Other
—

—

6,986

—

6,986

Net cash used in investing activities
$
(3,158,116
)

$
(51,293,943
)

$
(53,436
)

$
—

$
(54,505,495
)
CASH FLOWS FROM FINANCING ACTIVITIES:

Net proceeds from issuance of senior notes
$
112,428,600

$
—

$
—

$
—

$
112,428,600

Proceeds from issuance of preferred stock
20,000,000

—

—

—

20,000,000

Payment of debt issuance costs
(11,146,742
)

—

—

—

(11,146,742
)
Receipt of initial capital
(1,000
)

1,000

—

Release of restricted cash
6,637,493

—

—

—

6,637,493

Repayment of line of credit
(6,746,959
)

—

—

—

(6,746,959
)
Contribution from noncontrolling interests
—

—

(574,478
)

—

(574,478
)
Net cash provided by financing activities
$
121,171,392

$
1,000

$
(574,478
)

$
—

$
120,597,914

Net increase in cash and cash equivalents
$
59,958,916

$
100,000

$
391,489

$
—

$
60,450,405

Cash and cash equivalents—Beginning
1,431,595

—

—

—

1,431,595

Cash and cash equivalents—Ending
$
61,390,511

$
100,000

$
391,489

$
—

$
61,882,000

v2.4.0.6

PROPERTY AND EQUIPMENT Narrative Balance of deposits for PP&E (Details) (USD $)
In Millions, unless otherwise specified

Jun. 30, 2012

Dec. 31, 2011

Property, Plant and Equipment [Abstract]

Deposits Assets $ 12.9 $ 20.7

v2.4.0.6

VARIABLE INTEREST ENTITY VIE Policy (Policies)
6 Months Ended

Jun. 30, 2012

Variable Interest Entity, Primary Beneficiary, Does Not Hold Majority Voting Interest, Disclosures [Abstract]

Consolidation, Variable Interest Entity, Policy [Policy Text Block]
We account for variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810, Consolidation. On March 3, 2011, we entered into a lease agreement with Well Services Blocker, Inc. (“WSB”) and two of its wholly owned entities, Moncla Pressure Pumping Well Services, L.L.C. (“PP”) and Moncla Coil Tubing Well Services, LLC. (“CT”) to lease all of the coil tubing and pressure pumping equipment held by PP, CT and MW Services Transportation LLC (“MWST”) (collectively, the “WSB Business”). Due to a protective right included in the lease agreement that enables the sole shareholder of the WSB Business to sell to us the assets subject to the lease purchase agreement upon the occurrence of certain events, we determined that PP, CT and MWST are variable interest entities. We further determined that we are the primary beneficiary of PP, CT and MWST because the lease provides us with full control of all of the operating assets of PP, CT and MWST.

v2.4.0.6

GENERAL
6 Months Ended

Jun. 30, 2012

DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION [Abstract]

General [Text Block]
GENERAL

Nature of Operations

Platinum Energy Solutions, Inc. (collectively, with its subsidiary, the “Company,” “we,” or “Platinum”) was incorporated in Nevada on September 7, 2010. We are a Houston, Texas based oilfield services provider specializing in premium Hydraulic Fracturing, Coiled Tubing and Other Pressure Pumping services, our three reportable segments. In March 2011, we commenced operations, following the lease of certain pressure pumping and coil tubing equipment from a related party and, therefore, ceased to be a development stage company. Our Hydraulic Fracturing segment began operations in August 2011 in the Eagle Ford Shale. We utilize modern, high pressure-rated fracturing equipment that allows us to handle challenging geological environments, reduce operating costs, increase asset utilization and deliver excellent customer service. In addition, we have a contract for wet sand supply and physical capabilities around the transportation, processing and storage of sand used in the hydraulic fracturing process.

Basis of Presentation

The consolidated financial statements include the accounts of Platinum and all entities that we control by ownership of a majority voting interest as well as variable interest entities for which we are the primary beneficiary. All significant inter-company transactions and balances have been eliminated in consolidation.
Our unaudited condensed consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. We believe that the presentation and disclosures herein are adequate to make the information not misleading. In the opinion of management, the unaudited condensed consolidated financial information included herein reflects all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of our financial position, results of operations and cash flows for the interim periods presented. These unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto included in our annual report on Form 10-K for the year ended December 31, 2011. The results of operations for the interim periods presented herein are not necessarily indicative of the results to be expected for a full year or any other interim period.

Management Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) necessarily requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. We regularly evaluate estimates and judgments based on historical experience and other relevant facts and circumstances. Significant estimates included in these financial statements primarily relate to the consolidation of our variable interest entity (“VIE”), the assessment of our property and equipment regarding useful lives, depreciation and impairment, the valuation of our equity grants made to employees and nonemployees (directors and certain vendors), and the realizability of deferred tax assets. Actual results could differ from those estimates as new events occur, additional information is obtained and the Company’s operating environment changes.

v2.4.0.6

CONDENSED CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) (USD $)

Jun. 30, 2012

Dec. 31, 2011

Jun. 30, 2012

Series A Preferred Stock [Member]

Dec. 31, 2011

Series A Preferred Stock [Member]

Jun. 30, 2012

Series B Preferred Stock [Member]

Dec. 31, 2011

Series B Preferred Stock [Member]

Current Assets:

Allowance for doubtful accounts $ 477,019 $ 477,019

Common stock, par value $ 0.001 $ 0.001

Stockholders' Equity Attributable to Parent [Abstract]

Common stock, shares authorized 99,996,000 99,996,000

Common stock, shares issued 16,570,362 15,535,229

Common stock, shares outstanding 16,570,362 15,535,229

Preferred stock, par value $ 0.001 $ 0.001

Preferred stock, shares authorized 20,000 20,000 13,500 0

Preferred Stock, Shares Issued 20,000 20,000 12,388 0

Preferred Stock, Shares Outstanding 20,000 20,000 12,388 0

v2.4.0.6

VARIABLE INTEREST ENTITY
6 Months Ended

Jun. 30, 2012

Variable Interest Entity, Primary Beneficiary, Does Not Hold Majority Voting Interest, Disclosures [Abstract]

Variable interest entity [Text Block]
VARIABLE INTEREST ENTITY

We account for variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810, Consolidation. On March 3, 2011, we entered into a lease agreement with Well Services Blocker, Inc. (“WSB”) and two of its wholly owned entities, Moncla Pressure Pumping Well Services, L.L.C. (“PP”) and Moncla Coil Tubing Well Services, LLC. (“CT”) to lease all of the coil tubing and pressure pumping equipment held by PP, CT and MW Services Transportation LLC (“MWST”) (collectively, the “WSB Business”). Due to a protective right included in the lease agreement that enables the sole shareholder of the WSB Business to sell to us the assets subject to the lease purchase agreement upon the occurrence of certain events, we determined that PP, CT and MWST are variable interest entities. We further determined that we are the primary beneficiary of PP, CT and MWST because the lease provides us with full control of all of the operating assets of PP, CT and MWST. As of June 30, 2012, the combined financials statements of PP, CT and MWST had $14.0 million in total assets and $11.3 million in total liabilities.

We obtained control of the WSB Business effective March 3, 2011. In accordance with FASB ASC Topic 805, Business Combinations, we accounted for the acquisition of the WSB Business using the acquisition method which requires an acquirer to recognize and measure the identifiable assets acquired and liabilities assumed at their fair values as of the acquisition date. The fair value of the net assets acquired, net of tax, was $2,646,064, which was recognized as non-controlling interests.

v2.4.0.6

Document and Entity Information
6 Months Ended

Jun. 30, 2012

Aug. 14, 2012

Document Information [Line Items]

Entity Registrant Name PLATINUM ENERGY SOLUTIONS, INC.

Entity Central Index Key 0001503636

Current Fiscal Year End Date --12-31

Entity Filer Category Smaller Reporting Company

Document Type 10-Q

Document Period End Date Jun. 30, 2012

Document Fiscal Year Focus 2012

Document Fiscal Period Focus Q2

Amendment Flag false

Entity Common Stock, Shares Outstanding 16,347,962

v2.4.0.6

RELATED PARTY TRANSACTIONS
6 Months Ended

Jun. 30, 2012

Related Party Transactions [Abstract]

Related Party Transactions Disclosure [Text Block]
RELATED PARTY TRANSACTIONS

On March 21, 2012, we entered into a stock purchase agreement with certain investors and current security holders of the Company, including Clearlake Capital Partners (Master) II, L.P. (“CCG”) and Mr. L. Charles Moncla, Jr., the Company’s Chairman of the Board and Chief Executive Officer, pursuant to which we agreed to issue and sell up to 2,700,000 shares of common stock at a purchase price of $5.00 per Share, for an aggregate purchase price of up to $13.5 million. CCG and Mr. Moncla also agreed to purchase any remaining shares not purchased by other investors in proportion to their existing ownership of common stock of the Company prior to the offering. We completed the stock sale on March 30, 2012, as more fully disclosed in Note 7.

On March 3, 2011, we entered into a lease agreement with WSB and two of its wholly owned entities, PP and CT, to lease certain pressure pumping and coil tubing equipment. These entities are controlled by our CEO. The term of the lease is for two years ending on March 2, 2013. Under the terms of the lease we will pay WSB a monthly fee of $210,000 per month over a term of two years. Should there be a change of control in the Company, we may, at the option of the lessor, be obligated to purchase the assets subject to the lease agreement for an amount equal to the greater of:

a.
The aggregate of the outstanding balance of the loans from JPMorgan Chase Bank, N.A. and from WSB’s shareholder, Charles Moncla limited to $16.1 million; and

b.
The lesser of (i) the last twelve months of revenue generated by the business of WSB or (ii) $20.0 million.

As explained above, we consolidated the WSB Business effective March 3, 2011.

The Company entered into a lease agreement with a certain related party to lease the Del Yard located in Scott, Louisiana commencing March 1, 2011. The agreement requires a monthly fee of $10,000 over a term of two years, ending on February 28, 2013.

During December 2010, the Company entered into an overhead allocation agreement with Layton Corporation, a company owned and controlled by one of the Company’s directors, covering the Company’s office space at 2100 West Loop South, 16th Floor, Houston, Texas. This agreement provides for the shared space and other office services provided by Layton Corporation and the Company will pay $30,000 per month for these services over two years. The Company also entered into a contract with Layton Corporation whereby the Company paid Layton Corporation a $1.35 million fee for services related to the offering of debt and equity which closed on March 3, 2011. In March 2012, in connection with a restructuring of our board of directors, Daniel
Layton resigned from the board.

The amounts due to affiliates are unsecured, interest free and has no fixed term of repayment. The calculation of amounts due to affiliates, non-current, is as follows:
Balance as of December 31, 2011
$
11,105,056

Lease payments to the WSB Business
(1,260,000
)
Other, net
(76,342
)
Balance as of June 30, 2012
$
9,768,714

v2.4.0.6

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (USD $)
3 Months Ended 6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Jun. 30, 2012

Jun. 30, 2011

Revenues $ 32,936,905 $ 801,914 $ 73,071,941 $ 1,103,930

Cost of Services (32,664,146) (1,319,047) (65,245,763) (1,487,968)

Depreciation (5,251,697) (1,057,140) (10,334,145) (1,347,047)

General and Administrative Expense (4,241,545) (3,353,018) (8,899,499) (5,687,847)

Loss from operations (9,220,483) (4,927,291) (11,407,466) (7,418,932)

Interest expense, net (7,417,716) (3,992,503) (14,744,858) (5,402,698)

Loss before income tax (16,638,199) (8,919,794) (26,152,324) (12,821,630)

Income Tax Benefit (Expense) (59,953) 127,645 (15,868) 108,775

Net loss (16,698,152) (8,792,149) (26,168,192) (12,712,855)

Loss attributable to noncontrolling interests (78,387) (85,591) (159,474) (129,686)

Net loss attributable to Platinum (16,619,765) (8,706,558) (26,008,718) (12,583,169)

Earnings Per Share:

Net loss attributable to Platinum - Basic and Diluted $ (1.09) $ (0.63) $ (1.79) $ (1.33)

Weighted average shares - Basic and Diluted 15,290,809 13,788,769 14,554,624 9,430,860

Other comprehensive loss, before tax:

Unrealized loss on investment securities, before tax 0 18,495 (35,434) 7,891

Income tax benefit related to other comprehensive loss 0 0 0 0

Other Comprehensive Income (Loss), Net of Tax 0 18,495 (35,434) 7,891

Comprehensive loss, net of tax (16,698,152) (8,773,654) (26,203,626) (12,704,964)

Less: comprehensive loss attributable to the noncontrolling interest (78,387) (85,591) (159,474) (129,686)

Comprehensive loss attributable to Platinum $ (16,619,765) $ (8,688,063) $ (26,044,152) $ (12,575,278)

v2.4.0.6

DEBT
6 Months Ended

Jun. 30, 2012

Debt Disclosure [Abstract]

Debt Disclosure [Text Block]
DEBT

Portfolio Loan Account Facility

In 2010, we established a portfolio loan account facility with Morgan Stanley Bank, N.A., which we refer to as the Morgan Stanley Facility, in an initial available amount of $8.8 million. The facility was subsequently reduced due to reductions in the balance of pledged collateral to $4.0 million as of December 31, 2011. Drawings on the facility are available on a revolving line of credit basis and bear interest at a variable rate equal to Morgan Stanley Bank, N.A.’s base lending rate in effect from time to time plus a certain percentage that can vary based on the amount drawn. Amounts drawn under the Morgan Stanley Facility from time to time may be repaid and re-borrowed by the Company from time to time. The Morgan Stanley Facility has an indefinite term.

The Morgan Stanley Facility is secured by investment securities maintained, from time to time, at Morgan Stanley Bank, N.A., which were originally acquired with a portion of an advance from a customer. The Morgan Stanley Facility is not secured by any other assets and does not impose any covenant obligations on the Company.

We have used the proceeds of our drawings under the Morgan Stanley Facility to pay for certain costs relating to the manufacture of our new fracturing fleets and for our general liquidity purposes. As of December 31, 2011, there was approximately $4.0 million outstanding under the Morgan Stanley Facility. In February 2012, we sold the investment securities and repaid the outstanding balance under the Morgan Stanley Facility. The average interest rate as of June 30, 2012 for the three and six months periods ending June 30, 2012 was approximately 0.00% and 2.25%, respectively. There was no outstanding balance and no availability under the Morgan Stanley Facility as of June 30, 2012.

March 2011 Senior Secured Notes

On March 3, 2011, we completed the private placement of $115 million of Senior Secured Notes, at an interest rate of 14.25% per year on the principal amount (the “Original Senior Notes”). The Original Senior Notes mature on March 1, 2015, unless the Original Senior Notes are repurchased earlier. At any time prior to March 1, 2013, the Company may redeem up to 35.0% of the Original Senior Notes at a price equal to 114.25% of the principal amount, plus accrued and unpaid interest, if any, to the date of redemption, with net cash proceeds from certain equity offerings. The Company may also redeem the Original Senior Notes from March 1, 2013 to February 28, 2014 and from March 1, 2014, thereafter at a price equal to 107.125% and 100% respectively, plus accrued and unpaid interest. Upon a change of control, the holders of the Original Senior Notes will have the right to require the Company to repurchase the Original Senior Notes at 101% of the principal amount, plus any accrued and unpaid interest. The Original Senior Notes are secured by a lien against substantially all of the Company’s assets and all of the Company’s existing and future domestic subsidiaries’ assets and will receive preference in the case of liquidation.

The Original Senior Notes were issued at a discount such that the cash received was equal to 97.76% of the principal amount of the Original Senior Notes. Accordingly, we recognized a $2.6 million discount on the Original Senior Notes that is being amortized over the life of the Original Senior Notes using the effective interest method.

In conjunction with this, the holders of the Original Senior Notes received 115,000 warrants entitling the holders to purchase 2,801,170 shares of the Company’s common stock at an exercise price of $0.05. These warrants expire on February 28, 2018. We allocated $1,150,000 of the proceeds to the warrants, which was recorded as additional paid-in capital, based on the relative fair values of the Original Senior Notes and the warrants at the time of issuance of the securities.

Unamortized debt issuance costs associated with the Original Senior Notes were $8.1 million and $9.2 million as of June 30, 2012 and December 31, 2011, respectively. These debt issue costs are included in Other assets and are being amortized over the term of the Original Senior Notes using the effective interest method.

The first interest payment on the Original Senior Notes, in the amount of $8.1 million, which was due on September 1, 2011, was paid-in-kind and added to the principal amount of the Original Senior Notes pursuant to the terms of the Original Senior Notes.

The Original Senior Notes contain covenants, including but not limited to:

•
Limitation of capital expenditure;

•
Restrictions on the payment of dividends as well as the purchase of equity for cash;

•
Issuance of further debt or the issuance of future disqualified stock including preferred stock; and

•
Restrictions on the sale of stock that could result in the sale or merger of the Company with another or the sale of assets and properties to another.

September 2011 Senior Secured Notes

On September 29, 2011, we completed a private offering of an additional $50 million aggregate principal amount of our 14.25% Senior Secured Notes due March 2015 (the “Additional Senior Notes”) under the indenture governing the Original Senior Notes. The Additional Senior Notes and the Original Senior Notes (collectively, the “Senior Notes”) are treated as a single series for purposes of such indenture, as amended. In connection with the offering of the Additional Senior Notes, we obtained the consent of holders of a majority in aggregate principal amount of outstanding Original Senior Notes to certain amendments to the indenture to (i) increase certain permitted indebtedness under our indenture from $35 million to $50 million in aggregate principal amount to allow for the issuance of the Additional Senior Notes and eliminate the requirement that the proceeds of the issuance of such Additional Senior Notes be used by us solely for the purpose of acquiring equipment, and (ii) amend the covenant relating to maximum amount of capital expenditures permitted to be incurred in any fiscal year from $10 million to $30 million effective in the fiscal year commencing in 2012 (and increase from $113 million to $160 million the exclusion for anticipated expenditures for new equipment thereunder).

In addition, we agreed that if we complete, on or prior to June 30, 2012, an equity offering (an underwritten initial public offering of our common stock) with net cash proceeds to us in excess of $100 million, we will redeem that amount of Senior Notes whose aggregate redemption price is at least equal to the amount of such excess over $100 million.

The Additional Senior Notes were issued at a discount such that the cash received was equal to approximately 95% of the principal amount of the Additional Senior Notes. Accordingly, we recognized a $2.5 million discount on the Additional Senior Notes that is being amortized over the life of the Additional Senior Notes using the effective interest method. Unamortized debt issuance costs associated with the Additional Senior Notes were $2.6 million and $2.9 million as of June 30, 2012 and December 31, 2011, respectively. These debt issue costs are included in Other assets and are being amortized over the term of the Additional Senior Notes using the effective interest method.

The balance of our Senior Notes at June 30, 2012 and December 31, 2011, net of the unamortized discount, totaled $168.3 million and $167.7 million, respectively. As of June 30, 2012 and December 31, 2011, the fair value of our Senior Notes was $148.7 million and $174.8 million, respectively, based on quoted market prices, including the $8.1 million paid-in-kind interest capitalized on September 1, 2011.

JPMorgan Credit Agreement

On December 28, 2011, we entered into an asset based revolving credit agreement with JPMorgan Chase Bank, N.A. (“JPMorgan”), as amended on May 11, 2012, which we refer to as the “Credit Agreement.” Subject to a borrowing base consisting of certain eligible accounts receivable and inventory, an amount up to $15.0 million was made available to us under the Credit Agreement and, on December 29, 2011, we borrowed the full $15.0 million amount available to us pursuant to a revolving note made by us in favor of JPMorgan as lender. The Credit Agreement includes borrowing capacity available for letters of credit. Revolving loans are available under the Credit Agreement for working capital and other general corporate purposes. The revolving line of credit will terminate on June 30, 2014, and no further advances may be made to us thereafter. We used the proceeds of our initial borrowing under the Credit Agreement to pay for certain capital expenditures, including three of our new coiled tubing units and progress payments on our planned facilities, and for general corporate purposes.

The interest rate applicable to the Credit Agreement is, at our option, either LIBOR plus a margin ranging from 2.25% to 3.50% (depending on our total leverage ratio) or, the JPMorgan prime rate, called “CBFR”, plus a margin ranging from 1.00% to 2.50% (depending upon such total leverage ratio). The CBFR rate is the higher of (i) the interest rate publicly announced by JPMorgan as its prime rate and (ii) the adjusted LIBOR rate as calculated by JPMorgan. We will pay a non-use fee of 0.25% on the daily average undrawn portion of the commitment under the Credit Agreement. The average interest rate for the three and six months ended June 30, 2012 was approximately and 2.74% and 2.75% respectively.

Our obligations under the Credit Agreement are secured (with certain exceptions) by first priority security interests on all of our assets. Our obligations under the Credit Agreement are guaranteed by Platinum Pressure Pumping, Inc. as guarantor, and will be guaranteed by our future domestic subsidiaries. The guarantor’s guarantee is, and any future domestic subsidiary’s guarantee will be, secured by first priority security interests in all of their assets. The guarantee is, and each future guarantee of the Credit Agreement will be, full, unconditional and joint and several.

The Credit Agreement permits voluntary prepayments (without reducing availability for future revolving borrowings) and voluntary commitment reductions at any time, in each case without premium or penalty. The revolving note pursuant to which we borrowed the full $15.0 million amount available to us includes a “cleanup” requirement pursuant to which the outstanding amount due thereunder must be paid down and reduced to zero for thirty consecutive days during each 12-month period.

The Credit Agreement contains a number of negative covenants that, among other things, restrict our ability to sell assets, incur additional debt, create liens on assets, make investments or acquisitions, engage in mergers or consolidations, pay dividends to stockholders or repurchase common stock, and other corporate activities. The negative covenant with respect to our debt, prohibits us from incurring indebtedness for borrowed money, installment obligations, or obligations under capital leases, other than (1) unsecured trade debt incurred in the ordinary course of business, (2) indebtedness owing under the Credit Agreement, (3) indebtedness existing prior to execution of the Credit Agreement not paid off with the proceeds of borrowings under the Credit Agreement with the permission of JPMorgan, (4) purchase money indebtedness, (5) indebtedness created for the sole purpose of amending, extending, renewing or replacing permitted indebtedness referred to in clause (3) (provided the principal amount of such indebtedness is not increased) and (6) other indebtedness in the aggregate amount of $5.0 million per year, excluding insurance premium financing.

The Credit Agreement also contains affirmative financial covenants relating to our (1) maximum leverage ratio, measured quarterly beginning June 30, 2012, (2) minimum fixed charge coverage ratio, measured quarterly beginning September 30, 2012, and (3) minimum average daily cash position, measured monthly beginning May 31, 2012.

For the covenant compliance period ended June 30, 2012, the Company's Leverage Ratio (as defined in the Credit Agreement) exceeded the maximum level allowed under the Credit Agreement. An Event of Default under the Credit Agreement (as defined therein) would occur, absent a waiver of the covenant violation by JPMorgan, upon expiration of a 30 day cure period commencing on the date written notice of default is provided to the Company by JPMorgan. As of the date hereof, no such notice had been given and no Event of Default has occurred. Upon expiration of the cure period and occurrence of an Event of Default, JPMorgan may, at its option and upon additional notice to the Company, accelerate the due date of the Note issued by the Company in in respect of the Credit Agreement and the outstanding balance would become due and payable immediately. On August 16, 2012, the Company and JPMorgan entered into a Waiver Agreement to the Credit Agreement (the “Waiver”) under which JPMorgan waived the Company's non-compliance with the Leverage Ratio covenant for the period ending June 30, 2012 and any event of default caused by such non-compliance. The amount outstanding under the Note at June 30, 2012 was $15.0 million.

Under the terms of the Indenture for our Senior Notes, an Event of Default (as defined in the Indenture) would occur if a default under the Credit Agreement resulted in the acceleration of indebtedness in excess of $5.0 million. If an Event of Default occurred under the Indenture and is continuing, the Trustee (as defined in the Indenture) or the holders of at least 25.0% in aggregate principal amount of the then outstanding Senior Notes may declare all the Senior Notes to be due and payable immediately. As a result of the Credit Agreement Waiver, no Event of Default has or will occur as a result of the Company's non-compliance with the Leverage Ratio covenant as of June 30, 2012. The balance of our Senior Notes at June 30, 2012, net of the unamortized discount, totaled $168.3 million.

In connection with our entering into the Credit Agreement, JPMorgan as first lien lender, and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent on behalf of the Second Lien Creditors (including the holders of the notes), entered into an Intercreditor Agreement dated as of December 28, 2011. The Intercreditor Agreement, among other things, defines the rights of our debt holders with respect to collateral.

Registered Exchange Offer

On March 15, 2012, the Company completed a registered exchange offer to exchange up to $173.1 million aggregate principal amount of its registered 14.25% Senior Secured Notes due 2015, which we refer to as the Exchange Notes, for $173.1 million aggregate principal amount of its outstanding unregistered 14.25% Senior Secured Notes due 2015, which we refer to as the Senior Notes. The terms of the Exchange Notes are identical in all material respects to the terms of the Senior Notes for which they were exchanged, except that the Exchange Notes have been registered under the Securities Act of 1933 (the “Securities Act”) and, therefore, the terms relating to transfer restrictions, registration rights and additional interest applicable to the Senior Notes are not applicable to the Exchange Notes, and the Exchange Notes bear different CUSIP numbers. An aggregate of $172.8 million in principal amount of Senior Notes were tendered in the exchange offer, and $172.8 million in aggregate principal amount of Exchange Notes were issued at the closing of the exchange offer.

v2.4.0.6

DEFERRED REVENUE
6 Months Ended

Jun. 30, 2012

Deferred Revenue [Abstract]

Deferred Revenue Disclosure [Text Block]
DEFERRED REVENUE

During 2010, we received a total of $20.0 million in advances under the terms of two separate customer contracts related to multi-year well services contracts. The agreement with one customer stipulates $10.0 million be placed into an escrow account in the name of the Company to be used to offset future billings made to that customer as services are delivered. In March 2011, the $10.0 million was returned to that customer. There were no restrictions on the use of the $10.0 million received from the other customer. In December 2011, we received an additional $6.9 million advance under the other customer contract and there were no restrictions on the use of the additional $6.9 million. As of June 30, 2012, the short-term and long-term balances of these advances were $6.0 million and $1.0 million, respectively. As of December 31, 2011, the short-term and long-term balances of these advances were $9.6 million and $3.5 million, respectively. These balances are included in deferred revenue in the accompanying consolidated balance sheets, which is earned per the terms of the customer contract as services are delivered. During the three and six months ended June 30, 2012, $1.0 million and $6.1 million of these advances were earned and are included in revenue in the accompanying statements of comprehensive loss.

v2.4.0.6

FAIR MARKET VALUE MEASUREMENTS Valuation Techniques (Policies)
6 Months Ended

Jun. 30, 2012

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments, Policy [Policy Text Block]
The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels:

•
Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date.

•
Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability.

•
Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date.

v2.4.0.6

COMMITMENTS AND CONTINGENCIES DISCLOSURE
6 Months Ended

Jun. 30, 2012

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies Disclosure [Text Block]
COMMITMENTS AND CONTINGENCIES

Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred.

We are involved, from time to time, in litigation, claims and disputes incidental to our business, which may involve claims for significant monetary amounts, some of which may not be covered by insurance. In the opinion of management, none of the existing litigation will have a material adverse effect on our financial position, results of operations or cash flows. However, a substantial settlement payment or judgment in excess of our accruals could have a material adverse effect on our financial position, results of operations or cash flows.

We have operating lease commitments expiring at various dates, principally for office space, real estate, railcars, and vehicles. Rental expense relating to operating leases was $1.9 million and $3.6 million during the three and six months ended June 30, 2012, respectively, and $0.3 million and $0.4 million during the three and six months ended June 30, 2011, respectively. As of June 30, 2012, future minimum rental payments related to noncancellable operating leases were as follows: 2012—$1.8 million, 2013—$2.8 million, 2014—$2.0 million, 2015—$1.9 million, 2016—$1.8 million, thereafter—$2.3 million , and in the aggregate—$12.7 million.
We have a commitment to purchase 100,000 gallons of guar gum per month, a necessary input for our hydraulic fracturing services, at prevailing market prices, commencing in September 2011. The agreement expires in August 2012 unless extended by the Company for an additional 12 months.
We have a commitment to purchase 150,000 tons of sand per year from one supplier, a necessary input for our hydraulic fracturing services, with the option to increase it to 300,000 tons per year. The agreement commenced in July 2011 and expired in July 2012.
We have a commitment to purchase 10,000 tons of sand per month from another supplier. The agreement commenced in October 2011 and expires in September 2013, unless extended, by mutual agreement, for additional six-month terms.
We have commitments with third parties for the purchase of well services equipment for our third hydraulic fracturing fleet. The total purchase commitment as of June 30, 2012 was approximately $34 million, payable in increments due before each piece of equipment is delivered. The Company made payments during 2011 of $25.8 million toward such commitments.

We have commitments for the purchase of well services equipment for fourth and fifth hydraulic fracturing fleets with two third-party vendors. The purchase commitments as of June 30, 2012 were approximately $33.1 million and $32.7 million, respectively, payable in increments due before each piece of equipment is delivered. The Company made cash deposits during 2011 of $9.2 million and $4.1 million, respectively, toward such commitments.

As of June 30, 2012 and December 31, 2011, Accounts payable—Capital expenditures in the Company's consolidated balance sheet includes approximately $27.0 million and $8.1 million, respectively, related to equipment purchase commitments.

Our original business plan contemplated, among other things, the acquisition of up to five high-specification hydraulic fracturing fleets. The acquisition of equipment for additional fleets would require significant capital. In connection with our original business plan we submitted various purchase orders to vendors for additional equipment, but later informed them that, in light of current market conditions and the postponement of our initial public offering, we did not require the equipment in the time frame contemplated in the original orders. We have worked with each vendor to defer these purchases until such time that market demand requires the additional equipment. There are no specific dates at which we must make such purchases. We have not incurred any penalties related to the deferrals and we continue to believe that the deposits we have made in connection with the purchase orders are recoverable. Our ability to purchase additional equipment to continue to expand our existing fleets, and the timing of any such acquisitions, is impacted by the market demand for our services and could have a material impact on our operations.

In the normal course of business, the Company is subject to various taxes in the jurisdictions in which it operates. The determination of whether or not certain transactions are taxable requires management to make judgments based on interpretation of applicable tax rules. The Company’s consolidated balance sheet includes, in Accrued expenses, an accrual for certain non-income tax exposures in the amount of $6.0 million as of June 30, 2012.

v2.4.0.6

EARNINGS PER SHARE
6 Months Ended

Jun. 30, 2012

Earnings Per Share [Abstract]

Earnings Per Share [Text Block]
EARNINGS PER SHARE

The following table is a reconciliation of the numerator and the denominator of our basic and diluted earnings per share for the three-month periods ended June 30, 2012 and 2011:

Three Months Ended

Three Months Ended

June 30, 2012

June 30, 2011

(Unaudited)
Net loss attributable to Platinum—basic and diluted
$
(16,619,765
)

$
(8,706,558
)
Weighted average shares of common stock outstanding—basic and diluted
15,290,809

13,788,769

Net loss per share:

          Basic and Diluted
$
(1.09
)

$
(0.63
)

The calculation of weighted average shares of common stock outstanding—diluted for the three months ended June 30, 2012 excludes 7.0 million shares of outstanding restricted stock, stock option awards and convertible warrants because their effect was anti-dilutive. The calculation of weighted average shares of common stock outstanding—diluted for the three months ended June 30, 2011, excludes 4.5 million shares of outstanding restricted stock awards because their effect was anti-dilutive.

The following table is a reconciliation of the numerator and the denominator of our basic and diluted earnings per share for the six-month periods ended June 30, 2012 and 2011:

Six Months Ended

Six Months Ended

June 30, 2012

June 30, 2011

(Unaudited)
Net loss attributable to Platinum—basic and diluted
$
(26,008,718
)

$
(12,583,169
)
Weighted average shares of common stock outstanding—basic and diluted
14,554,624

9,430,860

Net loss per share:

          Basic and Diluted
$
(1.79
)

$
(1.33
)

The calculation of weighted average shares of common stock outstanding—diluted for the six months ended June 30, 2012 excludes 5.9 million shares of outstanding restricted stock, stock option awards, Series B Preferred Stock and convertible warrants because their effect was anti-dilutive. The calculation of weighted average shares of common stock outstanding—diluted for the six months ended June 30, 2011, excludes $3.0 million shares of outstanding restricted stock awards because their effect was anti-dilutive.

v2.4.0.6

SUPPLEMENTAL FINANCIAL INFORMATION Cash Flows (Details) (USD $)
6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Increase (Decrease) in Operating Assets [Abstract]

Account receivables $ 8,118,025 $ 107,856

Inventory (1,988,323) 0

Prepaids and other current assets (9,311,780) (2,431,440)

Account payables and accrued expenses (18,430,162) (6,686,704)

Deferred revenue (6,127,129) 0

Changes in assets and liabilities $ 9,120,955 $ 4,363,120

v2.4.0.6

STOCKHOLDERS EQUITY
6 Months Ended

Jun. 30, 2012

Stockholders' Equity Attributable to Parent [Abstract]

Stockholders' Equity Note Disclosure [Text Block]
STOCKHOLDERS’ EQUITY

Common Stock

On February 28, 2011, the Company’s board of directors approved a one-for-ten reverse common stock split, which became effective on that date. On January 6, 2012, the Company's board of directors approved a one-for-five reverse common stock split, which became effective on that date. All references to common shares and per-share data for all periods presented in this report have been adjusted to give effect to these reverse splits. As no change was made to the par value of the common shares, a total of $62,140 was reclassified from common stock to additional paid-in capital as of December 31, 2011.

No fractional shares were issued in connection with the reverse stock split on January 6, 2012, and in lieu thereof, the number of shares of common stock held by any stockholder who would otherwise have been entitled to a fractional share was rounded up to the next highest full share.

Preferred Stock

Series A Preferred Stock

On March 3, 2011, we issued 20,000 shares of Series A Preferred Stock for $20 million. The Series A Preferred Stock is not convertible and has a liquidation preference of up to $40.0 million . The Preferred Stock is not redeemable unless the Company completes an initial public offering, at which time the Preferred Stock is redeemable at a redemption price equal to the original purchase price. The Series A Preferred Stock holders also acquired 9,896,960 shares of the Company’s common stock.

Series B Preferred Stock

On March 30, 2012, we issued 2,700,000 shares of common stock, that are immediately exchangeable into 13,500 shares of Series B Preferred Stock upon approval of the issuance of the preferred stock by the stockholders of the Company, for $13.5 million. The Series B Preferred Stock is convertible to common stock at a ratio of 200 to 1 and is entitled to dividends of 5% per annum, payable either in cash or stock on a quarterly basis. The Series B Preferred Stock is redeemable upon the Company’s completion of an initial public offering at a redemption price equal to or more than the original purchase price. The purchasers of the Series B preferred stock also received 1,037,968 warrants, each convertible into one share of common stock at an exercise price of $3.00 per share. We allocated $1,620,000 of the proceeds to the warrants, which was recorded as additional paid-in capital, based on the relative fair values of the stock and the warrants at the time of issuance of the securities. On April 30, 2012, the Series B Preferred Stock were approved for issuance. As of June 30, 2012, a total of 2,477,600 shares of the common stock had been exchanged for 12,388 shares of Series B Preferred Stock. Dividends in arrears related to the Series B Preferred Stock totaled approximately $77,425 as of and for the quarter and year-to-date period ending June 30, 2012.

v2.4.0.6

STOCK AWARD PLAN
6 Months Ended

Jun. 30, 2012

Share-based Compensation [Abstract]

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]
STOCK AWARD PLAN

Overview

In exchange for services provided, we have issued restricted and unrestricted stock and stock options to employees and non-employees under the 2010 Omnibus Equity Incentive Plan (the “2010 Plan”). We reserved 1,044,817 shares of common stock (or options to purchase common stock) under the 2010 Plan for future issuances, of which 22,003 shares remained available for issuance as of June 30, 2012. The awards typically have a ten-year life and a four-year vesting period.

Absent an active market for our equity securities, the market value of our common stock underlying the restricted stock or stock options granted was determined by management and approved by our Board of Directors at the time of grant. In determining such fair market value, for purposes of valuing our share-based payment awards, we obtained contemporaneous valuations compiled by third-party appraisers based primarily on our financial forecasts and comparable peer company data. Among other significant assumptions, the valuation reflects a marketability discount as our equity securities are not traded. The underlying assumptions significantly impact the resulting estimated market value of our stock and the fair value of our restricted stock and option grants.

The fair value of our option grants was calculated through the use of the Black-Scholes option pricing model. The model requires certain assumptions regarding the estimated market price of the Company’s currently non-traded stock, the risk-free interest rate, the expected share price volatility and the expected term of each option grant.

Restricted Stock

During the three months ended June 30, 2012, the Company granted 166,347 restricted shares to certain Directors under the 2010 Plan in connection with the Directors' annual compensation. The grant-date fair value of the restricted shares was determined to be $3.00 per share, based on the estimated market value of our non-publicly traded common stock at the date of grant. The Company has the right to reacquire the restricted shares for $0.001 per share over the vesting period for the restricted shares ranging from 12 to 24 months.

Stock-based compensation expense

The stock-based compensation expense related to all our unvested awards (both restricted stock awards and stock option awards) described above was approximately $0.3 million and $0.5 million, respectively, for the three and six-month periods ended June 30, 2012 and approximately $0.2 million and $0.4 million, respectively, for the three and six-month periods ended June 30, 2011 and was primarily included in general and administrative expenses. The remaining unrecognized stock-based compensation expense as of June 30, 2012 of approximately $2.5 million will be recognized over the average remaining vesting period of approximately 2.6 years.

v2.4.0.6

INCOME TAX DISCLOSURE
6 Months Ended

Jun. 30, 2012

Income Tax Disclosure [Abstract]

Income Tax Disclosure [Text Block]
INCOME TAXES

The consolidated effective tax rate of approximately 0.4% and 1.4% for the three month periods ended June 30, 2012 and 2011, respectively, and 0.1% and 0.8% for the six month periods ended June 30, 2012 and 2011, respectively, is lower than the federal statutory rate as the majority of our income tax benefits were not recognized. This is because we are not able to conclude that it is more likely than not that we will be able to use these loss carryforwards and, as such, have provided a corresponding valuation allowance. For the six months ended June 30, 2012, our net income tax expense of $15,868 is comprised of state income tax expense of $167,676, primarily related to the Texas Margin tax, offset by an income tax benefit of $151,808 related to the losses of our consolidated VIE, which files a separate tax return.

v2.4.0.6

INVENTORY (Details) (USD $)

Jun. 30, 2012

Dec. 31, 2011

Inventory Disclosure [Abstract]

Sand $ 5,103,303 $ 3,439,221

Consumable spare parts 1,802,079 1,416,157

Chemicals 355,014 416,695

Total inventory $ 7,260,396 $ 5,272,073

v2.4.0.6

INCOME TAX DISCLOSURE (Details) (USD $)
3 Months Ended 6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Jun. 30, 2012

Jun. 30, 2011

Effective Income Tax Rate, Continuing Operations 0.40% 1.40% 0.10% 0.80%

Income Tax Expense (Benefit) $ 59,953 $ (127,645) $ 15,868 $ (108,775)

Current Income Tax Expense (Benefit) (15,868)

Louisiana [Member]

Current Income Tax Expense (Benefit) 151,808

Texas Margin Tax [Member]

Current State and Local Tax Expense (Benefit) $ (167,676)

v2.4.0.6

SUPPLEMENTAL FINANCIAL INFORMATION
6 Months Ended

Jun. 30, 2012

SUPPLEMENTAL FINANCIAL INFORMATION [Abstract]

Additional Financial Information Disclosure [Text Block]
SUPPLEMENTAL FINANCIAL INFORMATION

Prepayments consisted of the following:

June 30,
2012

December 31,
2011
Prepayments for

Materials and equipment
$
13,607,847

$
6,420,228

Insurance
2,766,307

563,494

Rents and leases
489,445

568,097

Security deposits and permits
12,001

12,001

Total prepayments
$
16,875,600

$
7,563,820

Other assets consisted of the following:

June 30,
2012

December 31,
2011
Deferred costs related to

Senior Notes, Original and Additional
$
10,697,136

$
12,169,964

Equity offering and line of credit
104,740

1,873,392

Security deposits related to operating leases
2,133,387

2,133,387

Total other assets
$
12,935,263

$
16,176,743

Accrued expenses consisted of the following:

June 30,
2012

December 31,
2011
Accrued payroll
$
641,700

$
1,628,170

Accrued expenses
4,844,512

2,073,290

Accrued taxes
849,922

1,829,699

Accruals related to various materials and equipment
6,000,696

5,511,491

Accrued interest on Senior Notes
8,222,380

8,222,380

Total accrued expenses
$
20,559,210

$
19,265,030

Supplemental cash flow information was as follows for the six-months ended:

June 30,
2012

June 30,
2011
Accounts receivable
$
8,118,025

$
107,856

Inventory
(1,988,323
)

—

Prepaids and other current assets
(9,311,780
)

(2,431,440
)
Accounts payable and accrued expenses
18,430,162

6,686,704

Deferred revenue
(6,127,129
)

—

Changes in assets and liabilities
$
9,120,955

$
4,363,120

v2.4.0.6

INVENTORY (Tables)
6 Months Ended

Jun. 30, 2012

Inventory Disclosure [Abstract]

Schedule of Inventory, Current [Table Text Block]

June 30, 2012

December 31, 2011
Sand

$
5,103,303

$
3,439,221

Consumable spare parts

1,802,079

1,416,157

Chemicals

355,014

416,695

Total inventory

$
7,260,396

$
5,272,073

v2.4.0.6

EARNINGS PER SHARE (Details) (USD $)
3 Months Ended 6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Jun. 30, 2012

Jun. 30, 2011

Earnings Per Share [Abstract]

Net Loss Attributable to Platinum - basic and diluted $ (16,619,765) $ (8,706,558) $ (26,008,718) $ (12,583,169)

Weighted Average Shares, Basic and Diluted 15,290,809 13,788,769 14,554,624 9,430,860

Earnings Per Share, Basic and Diluted $ (1.09) $ (0.63) $ (1.79) $ (1.33)

v2.4.0.6

DEBT Total Long-term Debt (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended

Sep. 30, 2011

Jun. 30, 2012

Dec. 31, 2011

Debt Disclosure [Abstract]

Paid-in-Kind Interest $ 8.1

Long-term Debt, Excluding Current Maturities 168.3 167.7

Long-term Debt, Fair Value $ 148.7 $ 174.8

v2.4.0.6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss $ (26,168,192) $ (12,712,855)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation 10,334,145 1,347,047

Amortization of debt issuance cost and debt discount 2,149,190 1,066,257

Deferred income taxes (151,808) (108,775)

Stock-based compensation 464,656 403,192

Write off of deferred equity offering costs 2,273,805 0

Changes in assets and liabilities 9,120,955 4,363,120

Net Cash Provided by (Used in) Operating Activities (1,977,249) (5,642,014)

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of investment securities 0 (5,658,116)

Sale of investment securities 4,915,927 2,500,000

Payments to Acquire Property, Plant, and Equipment (10,319,664) (51,354,365)

Other 0 6,986

Net Cash Provided by (Used in) Investing Activities (5,403,737) (54,505,495)

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from Issuance of Senior Long-term Debt 0 112,428,600

Proceeds from Issuance of Preferred Stock and Preference Stock 0 20,000,000

Proceeds from Issuance of Common Stock 13,530,569 0

Payment of debt issuance cost 0 (11,146,742)

Release of restricted cash 0 6,637,493

Repayments of Lines of Credit (3,958,512) (6,746,959)

Payments of Equity Offering Costs (531,004) 0

Contribution from noncontrolling interests, net 0 (574,478)

Net Cash Provided by (Used in) Financing Activities 9,041,053 120,597,914

Net increase in cash and cash equivalents 1,660,067 60,450,405

Cash and cash equivalents—Beginning 10,153,313 1,431,595

Cash and cash equivalents—Ending 11,813,380 61,882,000

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Interest paid 12,642,650 55,174

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING ACTIVITIES

Increase in property and equipment in accounts payable 18,910,159 0

Return of restricted cash to a customer $ 0 $ 10,000,000

v2.4.0.6

PROPERTY AND EQUIPMENT
6 Months Ended

Jun. 30, 2012

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment [Table Text Block]
PROPERTY AND EQUIPMENT

Property and equipment consisted of the following:

June 30, 2012

December 31, 2011
Furniture and fixtures
$
551,225

$
529,239

Vehicles
23,939,284

20,806,245

Equipment
167,943,010

148,448,720

Leasehold improvements
1,299,225

151,289

Construction in progress
8,911,567

3,478,995

202,644,311

173,414,488

Accumulated depreciation
(18,451,157
)

(8,117,011
)
Property and equipment, net
$
184,193,154

$
165,297,477

As of June 30, 2012 and December 31, 2011, property and equipment includes $12.9 million and $20.7 million, respectively, of deposits on equipment not yet delivered to the company.

v2.4.0.6

SEGMENT REPORTING (Details) (USD $)
3 Months Ended 6 Months Ended

Jun. 30, 2012

Jun. 30, 2011

Jun. 30, 2012

Jun. 30, 2011

Dec. 31, 2011

Segment Reporting Information [Line Items]

Number of reportable segment 3 2 3 2

Assets $ 254,580,724 $ 254,580,724 $ 239,035,743

Revenues 32,936,905 801,914 73,071,941 1,103,930

Cost of Services (32,664,146) (1,319,047) (65,245,763) (1,487,968)

Gross Profit 272,759 (517,133) 7,826,178 (384,038)

Depreciation (5,251,697) (1,057,140) (10,334,145) (1,347,047)

General and Administrative Expense (4,241,545) (3,353,018) (8,899,499) (5,687,847)

Loss from operations (9,220,483) (4,927,291) (11,407,466) (7,418,932)

Segment Reporting Information, Expenditures for Additions to Long-Lived Assets 3,951,466 35,607,965 10,319,664 51,354,365

Loss excluding General and Administrative Expense-Segment (4,978,938) (1,574,273) (2,507,967) (1,731,085)

Hydraulic Fracturing [Member]

Segment Reporting Information [Line Items]

Assets 208,426,297 208,426,297 173,249,544

Revenues 30,205,000 0 65,243,200 0

Cost of Services (27,904,869) (117,541) (54,894,979) (117,541)

Gross Profit 2,300,131 (117,541) 10,348,221 (117,541)

Depreciation (3,512,524) (83,077) (7,188,124) (83,077)

General and Administrative Expense 0 0 0 0

Loss from operations (1,212,393) (200,618) 3,160,097 (200,618)

Segment Reporting Information, Expenditures for Additions to Long-Lived Assets 3,146,466 34,139,488 9,505,726 34,139,488

Coil Tubing [Member]

Segment Reporting Information [Line Items]

Assets 28,997,939 28,997,939 29,346,158

Revenues 1,562,088 604,203 5,760,707 801,465

Cost of Services (1,854,346) (440,091) (4,985,387) (514,586)

Gross Profit (292,258) 164,112 775,320 286,879

Depreciation (1,070,378) (649,550) (2,177,989) (875,926)

General and Administrative Expense 0 0 0 0

Loss from operations (1,362,636) (485,438) (1,402,669) (589,047)

Segment Reporting Information, Expenditures for Additions to Long-Lived Assets 0 1,277,887 8,938 14,017,736

Other Pressure Pumping [Member]

Segment Reporting Information [Line Items]

Assets 8,525,963 8,525,963 6,933,086

Revenues 1,169,817 197,711 2,068,034 302,465

Cost of Services (779,351) (97,440) (1,636,449) (191,866)

Gross Profit 390,466 100,271 431,585 110,599

Depreciation (628,921) (301,229) (895,293) (361,214)

General and Administrative Expense 0 0 0 0

Loss from operations (238,455) (200,958) (463,708) (250,615)

Segment Reporting Information, Expenditures for Additions to Long-Lived Assets 805,000 0 805,000 3,006,551

Corporate and Other [Member]

Segment Reporting Information [Line Items]

Assets 8,630,525 8,630,525 29,506,955

Revenues 0 0 0 0

Cost of Services (2,125,580) (663,975) (3,728,948) (663,975)

Gross Profit (2,125,580) (663,975) (3,728,948) (663,975)

Depreciation (39,874) (23,284) (72,739) (26,830)

General and Administrative Expense (4,241,545) (3,353,018) (8,899,499) (5,687,847)

Loss from operations (6,406,999) (4,040,277) (12,701,186) (6,378,652)

Segment Reporting Information, Expenditures for Additions to Long-Lived Assets $ 0 $ 190,590 $ 0 $ 190,590

v2.4.0.6

PROPERTY AND EQUIPMENT Property, Plant and Equipment (Tables)
6 Months Ended

Jun. 30, 2012

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment [Table Text Block]

June 30, 2012

December 31, 2011
Furniture and fixtures
$
551,225

$
529,239

Vehicles
23,939,284

20,806,245

Equipment
167,943,010

148,448,720

Leasehold improvements
1,299,225

151,289

Construction in progress
8,911,567

3,478,995

202,644,311

173,414,488

Accumulated depreciation
(18,451,157
)

(8,117,011
)
Property and equipment, net
$
184,193,154

$
165,297,477

v2.4.0.6

DEBT Portfolio (Details) (USD $)
3 Months Ended 6 Months Ended

Jun. 30, 2012

Dec. 31, 2011

Dec. 31, 2010

Jun. 30, 2012

Portfolio [Member]

Jun. 30, 2012

Portfolio [Member]

Dec. 31, 2011

Portfolio [Member]

Line of Credit Facility [Line Items]

Line of Credit Facility, Remaining Borrowing Capacity $ 4,000,000

Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases 0

Line of Credit Facility, Interest Rate During Period 0.00% 2.25%

Line of Credit Facility, Maximum Borrowing Capacity 0

Line of Credit Facility, Amount Outstanding 15,000,000 18,958,512 4,000,000

Debt Instrument, Face Amount $ 8,800,000

v2.4.0.6

SEGMENT REPORTING
6 Months Ended

Jun. 30, 2012

Segment Reporting [Abstract]

Segment Reporting Disclosure [Text Block]
SEGMENT REPORTING

We operate our business in three reportable segments: (1) Hydraulic Fracturing, (2) Coiled Tubing, and (3) Other Pressure Pumping Services. These business segments provide different services and utilize different technologies.

•
Hydraulic Fracturing: Hydraulic fracturing services are utilized when the formations holding oil and natural gas lack the permeability to release their hydrocarbons quickly and economically as is typical in many active unconventional oil and natural gas plays. Our fracturing services include providing technical expertise and experience to improve well completions as well as conducting technical evaluations, job design and fluid recommendations. We commenced hydraulic fracturing operations on August 29, 2011, in southern Texas.

•
Coiled Tubing: Coiled tubing allows operators to service a well while continuing production without shutting down the well, reducing risk of formation damage. Our Coiled Tubing segment currently conducts operations in Texas and Louisiana.

•
Other Pressure Pumping Services: Cementing service uses pressure pumping equipment to deliver a slurry of liquid cement that is pumped down a well between the casing and the borehole, among other applications. We perform routine pressure pumping services in conjunction with coiled tubing. Our Other Pressure Pumping Services segment currently conducts operations in Louisiana and Utah.

Results for these business segments are presented below. We use the same accounting policies to prepare our business segment results as are used to prepare our consolidated financial statements.

Summarized financial information concerning our segments for the three-month periods ending June 30, 2012 and 2011, respectively, is shown in the following tables:
Three Months Ended
Hydraulic Fracturing

Coil Tubing

Other Pressure Pumping

Corporate and Other⁽²⁾

Consolidated
June 30, 2012

Revenues
$
30,205,000

$
1,562,088

$
1,169,817

$
—

$
32,936,905

Cost of services
(27,904,869
)

(1,854,346
)

(779,351
)

(2,125,580
)

(32,664,146
)
Gross profit (loss)⁽¹⁾
2,300,131

(292,258
)

390,466

(2,125,580
)

272,759

Depreciation
(3,512,524
)

(1,070,378
)

(628,921
)

(39,874
)

(5,251,697
)
General and administrative expense
—

—

—

(4,241,545
)

(4,241,545
)
Operating loss
$
(1,212,393
)

$
(1,362,636
)

$
(238,455
)

$
(6,406,999
)

$
(9,220,483
)
Capital expenditures, including equipment deposits
3,146,466

—

805,000

—

3,951,466

We did not provide hydraulic fracturing services until the third quarter of 2011; therefore, for the three-month period ended June 30, 2011, we only had two reportable segments: Coil Tubing and Other Pressure Pumping.

Three Months Ended
Hydraulic Fracturing

Coil Tubing

Other Pressure Pumping

Corporate and Other(2)

Consolidated
June 30, 2011

Revenues
$
—

$
604,203

$
197,711

$
—

$
801,914

Cost of services
(117,541
)

(440,091
)

(97,440
)

(663,975
)

(1,319,047
)
Gross profit (loss)⁽¹⁾
(117,541
)

164,112

100,271

(663,975
)

(517,133
)
Depreciation
(83,077
)

(649,550
)

(301,229
)

(23,284
)

(1,057,140
)
General and administrative expense
—

—

—

(3,353,018
)

(3,353,018
)
Operating loss
$
(200,618
)

$
(485,438
)

$
(200,958
)

$
(4,040,277
)

$
(4,927,291
)
Capital expenditures, including equipment deposits
34,139,488

1,277,887

—

190,590

35,607,965

___________________
(1)
Gross Profit represents Revenues minus Costs of services.
(2) “Corporate and Other” represents items that are not directly related to a particular operating segment and eliminations.
Excluding the $4.2 million and $3.4 million in corporate general and administrative expenses for the three-month periods ended June 30, 2012 and 2011, respectively, total operating segments’ loss for such periods would have been $5.0 million and $1.6 million, respectively.

Summarized financial information concerning our segments for the six-month periods ending June 30, 2012 and 2011, respectively, is shown in the following tables:

Six Months Ended
Hydraulic Fracturing

Coil Tubing

Other Pressure Pumping

Corporate and Other⁽²⁾

Consolidated
June 30, 2012

Revenues
$
65,243,200

$
5,760,707

$
2,068,034

$
—

$
73,071,941

Cost of services
(54,894,979
)

(4,985,387
)

(1,636,449
)

(3,728,948
)

(65,245,763
)
Gross profit (loss)⁽¹⁾
10,348,221

775,320

431,585

(3,728,948
)

7,826,178

Depreciation
(7,188,124
)

(2,177,989
)

(895,293
)

(72,739
)

(10,334,145
)
General and administrative expense
—

—

—

(8,899,499
)

(8,899,499
)
Operating income (loss)
$
3,160,097

$
(1,402,669
)

$
(463,708
)

$
(12,701,186
)

$
(11,407,466
)
Capital expenditures, including equipment deposits
9,505,726

8,938

805,000

—

10,319,664

We did not provide hydraulic fracturing services until the third quarter of 2011; therefore, for the six-month period ended June 30, 2011, we only had two reportable segments: Coil Tubing and Other Pressure Pumping.
Six Months Ended
Hydraulic Fracturing

Coil Tubing

Other Pressure Pumping

Corporate and Other⁽²⁾

Consolidated
June 30, 2011

Revenues
$
—

$
801,465

$
302,465

$
—

$
1,103,930

Cost of services
(117,541
)

(514,586
)

(191,866
)

(663,975
)

(1,487,968
)
Gross profit (loss)⁽¹⁾
(117,541
)

286,879

110,599

(663,975
)

(384,038
)
Depreciation and amortization
(83,077
)

(875,926
)

(361,214
)

(26,830
)

(1,347,047
)
General and administrative expense
—

—

—

(5,687,847
)

(5,687,847
)
Operating loss
$
(200,618
)

$
(589,047
)

$
(250,615
)

$
(6,378,652
)

$
(7,418,932
)
Capital expenditures, including equipment deposits
34,139,488

14,017,736

3,006,551

190,590

51,354,365

_________________
⁽¹⁾
Gross Profit represents Revenues minus Costs of services.
⁽²⁾
“Corporate and Other” represents items that are not directly related to a particular operating segment and eliminations. Excluding the $8.9 million and $5.7 million in corporate general and administrative expenses for the six-month periods ended June 30, 2012 and 2011, respectively, total operating segments’ loss for such periods would have been $2.5 million and $1.7 million, respectively.

The total assets per segment were as follows as of:

Hydraulic Fracturing

Coil Tubing

Other Pressure Pumping

Corporate and Other(2)

Consolidated
June 30, 2012
$
208,426,297

$
28,997,939

$
8,525,963

$
8,630,525

$
254,580,724

December 31, 2011
$
173,249,544

$
29,346,158

$
6,933,086

$
29,506,955

$
239,035,743

DEBT March 11 Senior Notes (Details) (USD $)	2 Months Ended	3 Months Ended			6 Months Ended		9 Months Ended	12 Months Ended		24 Months Ended			3 Months Ended	6 Months Ended
DEBT March 11 Senior Notes (Details) (USD $)	Feb. 28, 2018	Mar. 31, 2015	Mar. 31, 2013	Mar. 31, 2011	Jun. 30, 2012	Jun. 30, 2011	Sep. 30, 2011	Mar. 01, 2015	Feb. 28, 2014	Feb. 28, 2013	Sep. 29, 2011	Mar. 03, 2011	Mar. 31, 2015 Exchange Offer [Member]	Jun. 30, 2012 March 11 Senior Notes [Member]	Dec. 31, 2011 March 11 Senior Notes [Member]
Debt Instrument [Line Items]
Debt Instrument, Offering Date						March 3, 2011	September 29, 2011
Secured Long-term Debt, Noncurrent												$ 115,000,000
Debt Instrument, Interest Rate, Stated Percentage												14.25%
Debt Instrument, Maturity Date													Mar. 01, 2015
Debt Instrument, Call Date, Latest			Mar. 01, 2013
Percentage of redemption of Senior Notes			35.00%
Debt Instrument, Call Feature		1.01						1.00	1.07125	1.1425
Percentage of cash received for Senior Notes upon issuance											95.00%	97.76%
Debt Instrument, Unamortized Discount											2,500,000	2,600,000
Proceeds from Issuance of Warrants				115,000	2,477,600
Stock Issued During Period, Shares, Conversion of Units				2,801,170
Class of Warrant or Right, Exercise Price of Warrants or Rights												0.05
Class of Warrant or Right, Date from which Warrants or Rights Exercisable	Feb. 28, 2018
Adjustments to Additional Paid in Capital, Warrant Issued				1,150,000
Unamortized Debt Issuance Expense														8,100,000	9,200,000
Paid-in-Kind Interest							$ 8,100,000
Debt Instrument, Covenant Description														The Original Senior Notes contain covenants, including but not limited to a) limitation of capital expenditure; b) restrictions on the payment of dividends as well as the purchase of equity for cash; c) issuance of further debt or the issuance of future disqualified stock including preferred stock; and d) restrictions on the sale of stock that could result in the sale or merger of the Company with another or the sale of assets and properties to another.

STOCK AWARD PLAN Restricted Stock (Details) (Restricted Stock [Member], USD $)	3 Months Ended
	Jun. 30, 2012
Restricted Stock [Member]
Stock Issued During Period, Shares, Restricted Stock Award, Gross	166,347
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value	$ 3.00

COMMITMENTS AND CONTINGENCIES DISCLOSURE Purchase Commitments (Details) (USD $)	6 Months Ended		6 Months Ended		12 Months Ended	6 Months Ended		12 Months Ended	6 Months Ended	12 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2012	Dec. 31, 2011	Jun. 30, 2012 Guar Gum [Member] per month gal	Jun. 30, 2012 Sand-First Supplier [Member] per month	Jul. 01, 2012 Sand-First Supplier [Member] per month T	Jun. 30, 2012 Sand-Second Supplier [Member] per month T	Jun. 30, 2012 Well Services Equipment F3 [Member]	Dec. 31, 2011 Well Services Equipment F3 [Member]	Jun. 30, 2012 Well Services Equipment F4 [Member]	Dec. 31, 2011 Well Services Equipment F4 [Member]	Jun. 30, 2012 Well Services Equipment F5 [Member]	Dec. 31, 2011 Well Services Equipment F5 [Member]
Long-term Purchase Commitment [Line Items]
Long-term Purchase Commitment, Minimum Quantity Required			100,000		150,000	10,000
Optional maximum amount of sand to purchase					300,000
Long-term Purchase Commitment, Amount							$ 34,000,000		$ 33,100,000		$ 32,700,000
Payments to Acquire Productive Assets								25,800,000		9,200,000		4,100,000
StartDate-GuarGum			September 2011
EndDate-GuarGum			August 2012
Number of months for extension of the purchase agreeme	12					6
StartDate-Sand-FirstSupplier				July 2011
EndDate-Sand-FirstSupplier				July 2012
StartDate-Sand-SecondSupplier						October 2011
EndDate-Sand-SecondSupplier						September 2013
Amounts related to Fixed Assets in Accounts Payable	$ 27,025,119	$ 8,100,000

STOCK AWARD PLAN Overview (Details)	6 Months Ended
STOCK AWARD PLAN Overview (Details)	Jun. 30, 2012	Jan. 02, 2012
Share-based Compensation [Abstract]
Fair value of non-traded stock disclosure, Methodology	Absent an active market for our equity securities, the market value of our common stock underlying the restricted stock or stock options granted was determined by management and approved by our Board of Directors at the time of grant. In determining such fair market value, for purposes of valuing our share-based payment awards, we obtained contemporaneous valuations compiled by third-party appraisers based primarily on our financial forecasts and comparable peer company data. Among other significant assumptions, the valuation reflects a marketability discount as our equity securities are not traded. The underlying assumptions significantly impact the resulting estimated market value of our stock and the fair value of our restricted stock and option grants
Fair Value, Option, Methodology and Assumptions	The fair value of our option grants was calculated through the use of the Black-Scholes option pricing model. The model requires certain assumptions regarding the estimated market price of the Company’s currently non-traded stock, the risk-free interest rate, the expected share price volatility and the expected term of each option grant.
Share-based Compensation Arrangement by Share-based Payment Award, Description	In exchange for services provided, we have issued restricted and unrestricted stock and stock options to employees and non-employees under the 2010 Omnibus Equity Incentive Plan (the “2010 Plan”).
Common Stock, Capital Shares Reserved for Future Issuance	22,003	1,044,817
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period	10
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	4

FAIR MARKET VALUE MEASUREMENTS (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value Disclosure	$ 0	$ 4,951,361
Portion at Fair Value, Fair Value Disclosure [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value Disclosure	0	4,951,361
Estimate of Fair Value, Fair Value Disclosure [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value Disclosure	$ 0	$ 4,951,361

COMMITMENTS AND CONTINGENCIES DISCLOSURE Tax Commitment (Details) (USD $) In Millions, unless otherwise specified	Jun. 30, 2012
Commitments and Contingencies Disclosure [Abstract]
Accrual for non income tax contingency	$ 6.0

DEBT JP Morgan (Details) (USD $)	3 Months Ended		6 Months Ended	12 Months Ended
DEBT JP Morgan (Details) (USD $)	Jun. 30, 2014	Jun. 30, 2012	Jun. 30, 2012	Dec. 31, 2011	Dec. 29, 2011	Dec. 28, 2011
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity		$ 0	$ 0
Line of Credit Facility, Amount Outstanding		15,000,000	15,000,000	18,958,512
Balance of JPMorgan Credit as required by the clean up requirement			0
Number of consecutive days the JPMorgan Credit outstanding amount must be paid down to zero per the clean up requirement			30
Number of months for which the clean up requirement is applied			12
Interest rate Option 1-Mininum margin above LIBOR			2.25%
Interest rate Option1-Maximum margin above LIBOR			3.50%
Interest rate Option2-Mininum margin above JPMorgan prime rate			1.00%
Interest rate Option2-Maximum margin above JPMorgan prime rate			2.50%
Type of priority security interests on Platinum's assets secured under the JPMorgan Credit Agreement			first
Long-term Debt		168,340,371	168,340,371	167,689,860
JPMorgan order of lien creditors in the Intercreditor Agreement				first
Holders of the Senior Notes order of lien creditors in the Intercreditor Agreement				Second
JPMorgan [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Initiation Date				December 28, 2011
Line of Credit Facility, Maximum Borrowing Capacity						15,000,000
Line of Credit Facility, Amount Outstanding		15,000,000	15,000,000		15,000,000
Line of Credit Facility, Expiration Date	June 30, 2014
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage			0.25%
Line of Credit Facility, Interest Rate During Period		2.74%	2.75%
Other indebtedness permitted by covenants		5,000,000	5,000,000
Exchange Offer [Member]
Line of Credit Facility [Line Items]
Debt Instrument, Debt Default, Description of Violation or Event of Default			Under the terms of the Indenture for our Senior Notes, an Event of Default (as defined in the Indenture) will occur if a default under the Credit Agreement results in the acceleration of indebtedness in excess of $5.0 million. If this Event of Default occurs under the Indenture and is continuing, the Trustee (as defined in the Indenture) or the holders of at least 25.0% in aggregate principal amount of the then outstanding Senior Notes may declare all the Senior Notes to be due and payable immediately. As of the date hereof no such Event of Default has occurred. If the Senior Notes were declared due and payable immediately, the Company would not be able to meets its obligations without liquidating substantially all of its assets or refinancing its debt and there can be no assurance that the proceeds from any such asset sales or refinancing would be sufficient, or at acceptable terms, to enable the Company to satisfy all of its obligations.
JPMorgan [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Interest Rate Description			The interest rate applicable to the Credit Agreement is, at our option, either LIBOR plus a margin ranging from 2.25% to 3.50% (depending on our total leverage ratio) or, the JPMorgan prime rate, called “CBFR”, plus a margin ranging from 1.00% to 2.50% (depending upon such total leverage ratio). The CBFR rate is the higher of (i) the interest rate publicly announced by JPMorgan as its prime rate and (ii) the adjusted LIBOR rate as calculated by JPMorgan
Line of Credit Facility, Covenant Terms			The Credit Agreement contains a number of negative covenants that, among other things, restrict our ability to sell assets, incur additional debt, create liens on assets, make investments or acquisitions, engage in mergers or consolidations, pay dividends to stockholders or repurchase common stock, and other corporate activities. The negative covenant with respect to our debt, prohibits us from incurring indebtedness for borrowed money, installment obligations, or obligations under capital leases, other than (1) unsecured trade debt incurred in the ordinary course of business, (2) indebtedness owing under the Credit Agreement, (3) indebtedness existing prior to execution of the Credit Agreement not paid off with the proceeds of borrowings under the Credit Agreement with the permission of JPMorgan, (4) purchase money indebtedness, (5) indebtedness created for the sole purpose of amending, extending, renewing or replacing permitted indebtedness referred to in clause (3) (provided the principal amount of such indebtedness is not increased) and (6) other indebtedness in the aggregate amount of $5.0 million per year, excluding insurance premium financing. The Credit Agreement also contains affirmative financial covenants relating to our (1) maximum leverage ratio, measured quarterly beginning June 30, 2012, (2) minimum fixed charge coverage ratio, measured quarterly beginning September 30, 2012, and (3) minimum average daily cash position, measured monthly beginning May 31, 2012.
Debt Instrument, Debt Default, Description of Violation or Event of Default			For the covenant compliance period ended June 30, 2012, the Company's Leverage Ratio (as defined in the Credit Agreement) exceeded the maximum level allowed under the Credit Agreement. An Event of Default under the Credit Agreement (as defined therein) will occur, absent a waiver of the covenant violation by JPMorgan, upon expiration of a 30 day cure period commencing on the date written notice of default is provided to the Company by JPMorgan. As of the date hereof, no such notice had been given and no Event of Default has occurred. Upon expiration of the cure period and occurrence of an Event of Default, JPMorgan may, at its option and upon additional notice to the Company, accelerate the due date of the Note issued by the Company in in respect of the Credit Agreement and the outstanding balance would become due and payable immediately. The Company has obtained on August 16, 2012 from JPMorgan a waiver of the June 30, 2012 covenant violation and will eventually enter into an amendment to the Credit Agreement to avoid the occurrence of an Event of Default in the future; however, no assurance can be given i) that the Company will be successful in negotiating an amendment, ii) that the Company will be able to avoid an Event of Default, or iii) that JPMorgan will not choose to accelerate the due date of the Note upon the occurrence of an Event of Default
Amount in excess of which acceleration of debt occurs due to Event of Default			5,000,000
Percentage of aggregate principal amount outstanding Senior Notes at which bond holders can declare Senior Notes immediately due and payable upon Event of Default			25.00%
Long-term Debt		$ 168,340,371	$ 168,340,371

DEFERRED REVENUE (Details) (USD $)	1 Months Ended	3 Months Ended		6 Months Ended	12 Months Ended
DEFERRED REVENUE (Details) (USD $)	Dec. 31, 2011	Jun. 30, 2012	Mar. 31, 2011	Jun. 30, 2012	Dec. 31, 2011	Dec. 31, 2010
Deferred Revenue [Abstract]
Deferred Revenue, Noncurrent	$ 3,500,000	$ 1,000,000		$ 1,000,000	$ 3,500,000	$ 20,000,000
Number of contracts under deferred revenue arrangement						2
Customer Refundable Fees, Refund Payments			10,000,000
Amount set in escrow account by customer to offset future billings						10,000,000
Customer Refundable Fees, Cash Received	6,900,000				10,000,000
Deferred Revenue, Current	9,627,129	6,000,000		6,000,000	9,627,129
Recognition of Deferred Revenue		$ 1,002,068		$ 6,127,129

VARIABLE INTEREST ENTITY (Details) (USD $)	3 Months Ended	6 Months Ended
VARIABLE INTEREST ENTITY (Details) (USD $)	Mar. 31, 2011	Jun. 30, 2012	Dec. 31, 2011
Variable Interest Entity, Primary Beneficiary, Does Not Hold Majority Voting Interest, Disclosures [Abstract]
Variable Interest Entity, Consolidated, Carrying Amount, Assets		$ 14,000,000
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities			11,300,000
Variable Interest Entity, Qualitative or Quantitative Information, Date Involvement Began		March 3, 2011
Fair Value of Assets Acquired	$ 2,646,064
Business Acquisition, Effective Date of Acquisition	We obtained control of the WSB Business effective March 3, 2011. In accordance with FASB ASC Topic 805, Business Combinations, we accounted for the acquisition of the WSB Business using the acquisition method which requires an acquirer to recognize and measure the identifiable assets acquired and liabilities assumed at their fair values as of the acquisition date.
Variable Interest Entity, Methodology for Determining Whether Entity is Primary Beneficiary		We account for variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810, Consolidation. On March 3, 2011, we entered into a lease agreement with Well Services Blocker, Inc. (“WSB”) and two of its wholly owned entities, Moncla Pressure Pumping Well Services, L.L.C. (“PP”) and Moncla Coil Tubing Well Services, LLC. (“CT”) to lease all of the coil tubing and pressure pumping equipment held by PP, CT and MW Services Transportation LLC (“MWST”) (collectively, the “WSB Business”). Due to a protective right included in the lease agreement that enables the sole shareholder of the WSB Business to sell to us the assets subject to the lease purchase agreement upon the occurrence of certain events, we determined that PP, CT and MWST are variable interest entities. We further determined that we are the primary beneficiary of PP, CT and MWST because the lease provides us with full control of all of the operating assets of PP, CT and MWST.

STOCK AWARD PLAN Stock comp expense (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012 Y	Jun. 30, 2011
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost	$ 0.3	$ 0.2	$ 0.5	$ 0.4
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized	$ 2.5		$ 2.5
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition			0
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross		3

DEBT Exchange Offer (Details) (Exchange Offer [Member], USD $) In Millions, unless otherwise specified	Mar. 15, 2012
Exchange Offer [Member]
Debt Instrument [Line Items]
Senior Notes, Noncurrent	$ 173.1
Senior Notes Exchange Offer	172.8
Principal amount of Senior Notes tendered in the Exchange Offer	$ 172.8

STOCKHOLDERS EQUITY Common Stock (Details) (USD $)	3 Months Ended		6 Months Ended	12 Months Ended
STOCKHOLDERS EQUITY Common Stock (Details) (USD $)	Mar. 31, 2012	Mar. 31, 2011	Jun. 30, 2012	Dec. 31, 2011
Stockholders' Equity Note, Stock Split, Conversion Ratio	5	10
Adjustments to Additional Paid in Capital, Stock Split				$ 62,140
Stockholders' Equity, Reverse Stock Split	0		No fractional shares were issued in connection with the reverse stock split on January 6, 2012, and in lieu thereof, the number of shares of common stock held by any stockholder who would otherwise have been entitled to a fractional share was rounded up to the next highest full share.

DEBT September 11 Senior Notes (Details) (USD $)	6 Months Ended		9 Months Ended	12 Months Ended			6 Months Ended		6 Months Ended	12 Months Ended
DEBT September 11 Senior Notes (Details) (USD $)	Jun. 30, 2012	Jun. 30, 2011	Sep. 30, 2011	Dec. 31, 2012	Sep. 29, 2011	Mar. 03, 2011	Jun. 30, 2012 March 11 Senior Notes [Member]	Dec. 31, 2011 March 11 Senior Notes [Member]	Jun. 30, 2012 September 11 Senior Notes [Member]	Dec. 31, 2012 September 11 Senior Notes [Member]	Dec. 31, 2011 September 11 Senior Notes [Member]
Debt Instrument [Line Items]
Additional Senior Notes Amendment Description									In connection with the offering of the Additional Senior Notes, we obtained the consent of holders of a majority in aggregate principal amount of outstanding Original Senior Notes to certain amendments to the indenture to (i) increase certain permitted indebtedness under our indenture from $35 million to $50 million in aggregate principal amount to allow for the issuance of the Additional Senior Notes and eliminate the requirement that the proceeds of the issuance of such Additional Senior Notes be used by us solely for the purpose of acquiring equipment, and (ii) amend the covenant relating to maximum amount of capital expenditures permitted to be incurred in any fiscal year from $10 million to $30 million effective in the fiscal year commencing in 2012 (and increase from $113 million to $160 million the exclusion for anticipated expenditures for new equipment thereunder).
Permitted Indebtedness-Mininum									$ 35,000,000
Permitted indebtedness-Maximum									50,000,000
Maximum permitted capital expenditures-lower threshold				10,000,000
Maxinum permitted capital expenditures-higher threshold				30,000,000
Lower threshold permitted for capital spending for anticipated equipment										113,000,000
Higher threshold amount for capital spending for anticipated equipment										160,000,000
Hypothethical cash proceeds from IPO by June 30, 2012									100,000,000
Threshold overwhich redemption of Notes is required upon IPO by June 30, 2012										100,000,000
Debt Instrument, Offering Date		March 3, 2011	September 29, 2011
Proceeds from Issuance of Senior Long-term Debt	0	112,428,600	50,000,000
Percentage of cash received for Senior Notes upon issuance					95.00%	97.76%
Debt Instrument, Unamortized Discount					2,500,000	2,600,000
Unamortized Debt Issuance Expense							$ 8,100,000	$ 9,200,000	$ 2,600,000		$ 2,900,000
Long-term Debt, Description							In connection with the offering of the Additional Senior Notes, we obtained the consent of holders of a majority in aggregate principal amount of outstanding Original Senior Notes to certain amendments to the indenture to (i) increase certain permitted indebtedness under our indenture from $35 million to $50 million in aggregate principal amount to allow for the issuance of the Additional Senior Notes and eliminate the requirement that the proceeds of the issuance of such Additional Senior Notes be used by us solely for the purpose of acquiring equipment, and (ii) amend the covenant relating to maximum amount of capital expenditures permitted to be incurred in any fiscal year from $10 million to $30 million effective in the fiscal year commencing in 2012 (and increase from $113 million to $160 million the exclusion for anticipated expenditures for new equipment thereunder). In addition, we agreed that if we complete, on or prior to June 30, 2012, an equity offering (an underwritten initial public offering of our common stock) with net cash proceeds to us in excess of $100 million, we will redeem that amount of Senior Notes whose aggregate redemption price is at least equal to the amount of such excess over $100 million.

VARIABLE INTEREST ENTITY VIE Narrative (Details)	3 Months Ended	6 Months Ended
VARIABLE INTEREST ENTITY VIE Narrative (Details)	Mar. 31, 2011	Jun. 30, 2012
Variable Interest Entity, Primary Beneficiary, Does Not Hold Majority Voting Interest, Disclosures [Abstract]
Variable Interest Entity, Methodology for Determining Whether Entity is Primary Beneficiary		We account for variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810, Consolidation. On March 3, 2011, we entered into a lease agreement with Well Services Blocker, Inc. (“WSB”) and two of its wholly owned entities, Moncla Pressure Pumping Well Services, L.L.C. (“PP”) and Moncla Coil Tubing Well Services, LLC. (“CT”) to lease all of the coil tubing and pressure pumping equipment held by PP, CT and MW Services Transportation LLC (“MWST”) (collectively, the “WSB Business”). Due to a protective right included in the lease agreement that enables the sole shareholder of the WSB Business to sell to us the assets subject to the lease purchase agreement upon the occurrence of certain events, we determined that PP, CT and MWST are variable interest entities. We further determined that we are the primary beneficiary of PP, CT and MWST because the lease provides us with full control of all of the operating assets of PP, CT and MWST.
Business Acquisition, Effective Date of Acquisition	We obtained control of the WSB Business effective March 3, 2011. In accordance with FASB ASC Topic 805, Business Combinations, we accounted for the acquisition of the WSB Business using the acquisition method which requires an acquirer to recognize and measure the identifiable assets acquired and liabilities assumed at their fair values as of the acquisition date.

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Jun. 30, 2012	Dec. 31, 2011
CURRENT ASSETS:
Cash and Cash Equivalents, at Carrying Value	$ 11,813,380	$ 10,153,313
Available for sale investment securities	0	4,951,361
Accounts receivable, net of allowance for doubtful accounts of $477,019	21,311,169	29,429,194
Inventory	7,260,396	5,272,073
Prepayments and other current assets	16,875,600	7,563,820
Deferred Tax Assets, Net, Current	191,762	191,762
Total current assets	57,452,307	57,561,523
Property, Plant and Equipment, Net	184,193,154	165,297,477
Other Assets	12,935,263	16,176,743
TOTAL ASSETS	254,580,724	239,035,743
CURRENT LIABILITIES:
Line of credit	15,000,000	18,958,512
Accounts Payable-Trade	29,444,871	10,837,406
Accounts Payable-Capital Expenditures	27,025,119	8,114,960
Accrued expenses	20,559,210	19,265,030
Deferred Revenue, Current	6,000,000	9,627,129
Total Current Liabilities	98,029,200	66,803,037
Long-term Debt	168,340,371	167,689,860
Due to Affiliate, Noncurrent	9,768,714	11,105,056
Deferred Revenue, Noncurrent	1,000,000	3,500,000
Deferred Tax Liabilities, Noncurrent	1,411,134	1,562,942
TOTAL LIABILITIES	278,549,419	250,660,895
STOCKHOLDERS’ DEFICIT
Preferred Stock Series A, $0.001 par value; authorized 20,000 shares; 20,000 and 20,000 shares issued and outstanding, respectively	32	20
Common stock, $0.001 par value; authorized 99,996,000; 18,270,229 and 15,535,228 shares issued and outstanding, respectively	16,570	15,535
Additional paid in capital	39,099,048	25,240,012
Accumulated other comprehensive income	0	35,434
Accumulated deficit	(65,791,012)	(39,782,294)
Total stockholders’ equity (deficit)	(26,675,362)	(14,491,293)
Noncontrolling interest	2,706,667	2,866,141
Total Platinum stockholders’ deficit	(23,968,695)	(11,625,152)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	254,580,724	239,035,743
Series A Preferred Stock [Member]
STOCKHOLDERS’ DEFICIT
Preferred Stock Series A, $0.001 par value; authorized 20,000 shares; 20,000 and 20,000 shares issued and outstanding, respectively	20	20
Preferred Stock Series B, $0.001 par value; authorized 13,500 shares; 12,388 and zero shares issued and outstanding, respectively	20,000	20,000
Series B Preferred Stock [Member]
STOCKHOLDERS’ DEFICIT
Preferred Stock Series A, $0.001 par value; authorized 20,000 shares; 20,000 and 20,000 shares issued and outstanding, respectively	$ 12	$ 0
Preferred Stock Series B, $0.001 par value; authorized 13,500 shares; 12,388 and zero shares issued and outstanding, respectively	12,388	0

STOCKHOLDERS EQUITY Preferred Stock (Details) (USD $)	3 Months Ended	6 Months Ended		3 Months Ended				3 Months Ended	6 Months Ended
STOCKHOLDERS EQUITY Preferred Stock (Details) (USD $)	Mar. 31, 2011	Jun. 30, 2012	Mar. 03, 2011	Mar. 31, 2011 Series A Preferred Stock [Member]	Jun. 30, 2012 Series A Preferred Stock [Member]	Dec. 31, 2011 Series A Preferred Stock [Member]	Mar. 03, 2011 Series A Preferred Stock [Member]	Mar. 31, 2012 Series B Preferred Stock [Member]	Jun. 30, 2012 Series B Preferred Stock [Member]	Mar. 30, 2012 Series B Preferred Stock [Member]	Dec. 31, 2011 Series B Preferred Stock [Member]	Mar. 30, 2012 Series B [Member]
Preferred Stock, Shares Issued					20,000	20,000	20,000		12,388	13,500	0
Preferred Stock, Value, Issued							$ 20,000,000					$ 13,500,000
Preferred Stock Liquidation Preference Value							40,000,000
Stock Issued During Period, Shares, Conversion of Convertible Securities	115,000	2,477,600		9,896,960				2,700,000
Convertible Preferred Stock, Shares Issued upon Conversion								200
Preferred Stock, Dividend Rate, Percentage		5.00%
Class of Warrant or Right, Number of Securities Called by Warrants or Rights										1,037,968
Class of Warrant or Right, Exercise Price of Warrants or Rights			0.05							3
Adjustments to Additional Paid in Capital, Warrant Issued	1,150,000							1,620,000
Preferred Stock, Shares Outstanding					20,000	20,000			12,388		0
Preferred Stock, Amount of Preferred Dividends in Arrears									$ 77,425

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT (USD $)	Total	Series A Preferred Stock [Member]	Series B Preferred Stock [Member]	Common Stock [Member]	Common Stock [Member] Stock Awards [Member]	Additional Paid-in Capital [Member]	Additional Paid-in Capital [Member] Stock Awards [Member]	Additional Paid-in Capital [Member] Stock Options [Member]	Stockholders' Equity, Total [Member]	Stockholders' Equity, Total [Member] Stock Awards [Member]	Stockholders' Equity, Total [Member] Stock Options [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Accumulated Other Comprehensive Income (Loss) [Member] Stock Awards [Member]	Accumulated Other Comprehensive Income (Loss) [Member] Stock Options [Member]	Retained Earnings [Member]	Retained Earnings [Member] Stock Awards [Member]	Retained Earnings [Member] Stock Options [Member]	Noncontrolling Interest [Member]	Noncontrolling Interest [Member] Stock Awards [Member]	Noncontrolling Interest [Member] Stock Options [Member]
Balance at beginning of period, value at Dec. 31, 2011	$ (11,625,152)	$ 20	$ 0	$ 15,535		$ 25,240,012			$ (11,625,152)			$ 35,434			$ (39,782,294)			$ 2,866,141
Balance at beginning of period, shares at Dec. 31, 2011				15,535,229
Preferred Stock, Shares Issued		20,000
Stock Issued During Period, Shares, Conversion of Convertible Securities	2,477,600			611,386					30,570
Stock Issued During Period, Value, Conversion of Convertible Securities				612		29,958
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of stock awards and stock-based compensation amortization, shares					201,347
Issuance of stock awards and stock-based compensation amortization, value					201		384,952			385,153			0	0		0	0		0	0
Share-based Compensation	464,656							79,503			79,503
Stock Issued During Period, Shares, New Issues				2,700,000
Stock Issued During Period, Value, New Issues						13,362,157			13,364,857			0			0			0
Unrealized loss on investment securities									(35,434)			(35,434)
Net loss	(26,168,192)								(26,168,192)						(26,008,718)			(159,474)
Common stock issued par value				2,700
Conversion of Stock, Shares Converted				(2,477,600)					0
Par value of stock convertible to preferred stock				(2,478)
Paid in capital in conversion of common stock to preferred stock						2,466
Balance at end of period, value at Jun. 30, 2012	(23,968,695)	20		16,570		39,099,048			(23,968,695)			0			(65,791,012)			2,706,667
Balance at end of period, shares at Jun. 30, 2012				16,570,362
Balance at beginning of period, value at Mar. 31, 2012
Preferred Stock, Shares Issued		20,000	12,388
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(16,698,152)
Preferred Stock issued in exchange for common stock			12,388
Par value of Preferred Stock Series B issued in exchange of common stock			12
Balance at end of period, value at Jun. 30, 2012	$ (23,968,695)	$ 20	$ 12

SUPPLEMENTAL FINANCIAL INFORMATION Balance sheet (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Deferred Costs, Noncurrent [Abstract]
Senior Notes, Original	$ 10,697,136	$ 12,169,964
Equity offering and line of credit	104,740	1,873,392
Security deposits related to operating leases	2,133,387	2,133,387
Total other assets	12,935,263	16,176,743
Prepaid Expense, Current [Abstract]
Materials and equipment	13,607,847	6,420,228
Insurance	2,766,307	563,494
Rents and various leases	489,445	568,097
Security deposits and various permits	12,001	12,001
Total prepayments	16,875,600	7,563,820
Liabilities, Current [Abstract]
Accrued payroll	641,700	1,628,170
Accrued expenses	4,844,512	2,073,290
Accrued taxes	849,922	1,829,699
Accruals related to various materials and equipment	6,000,696	5,511,491
Accrued interest on Senior Notes	8,222,380	8,222,380
Total accrued expenses	$ 20,559,210	$ 19,265,030

PROPERTY AND EQUIPMENT PPE balances (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Property, Plant and Equipment [Abstract]
Furniture and fixtures	$ 551,225	$ 529,239
Vehicles	23,939,284	20,806,245
Equipment	167,943,010	148,448,720
Leasehold improvements	1,299,225	151,289
Construction in progress	8,911,567	3,478,995
Property, Plant and Equipment, Gross	202,644,311	173,414,488
Accumulated depreciation	(18,451,157)	(8,117,011)
Property, Plant and Equipment, Net	$ 184,193,154	$ 165,297,477

PROPERTY AND EQUIPMENT Narrative Balance of deposits for PP&E (Details) (USD $) In Millions, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Property, Plant and Equipment [Abstract]
Deposits Assets	$ 12.9	$ 20.7

VARIABLE INTEREST ENTITY VIE Policy (Policies)	6 Months Ended
VARIABLE INTEREST ENTITY VIE Policy (Policies)	Jun. 30, 2012
Variable Interest Entity, Primary Beneficiary, Does Not Hold Majority Voting Interest, Disclosures [Abstract]
Consolidation, Variable Interest Entity, Policy [Policy Text Block]	We account for variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810, Consolidation. On March 3, 2011, we entered into a lease agreement with Well Services Blocker, Inc. (“WSB”) and two of its wholly owned entities, Moncla Pressure Pumping Well Services, L.L.C. (“PP”) and Moncla Coil Tubing Well Services, LLC. (“CT”) to lease all of the coil tubing and pressure pumping equipment held by PP, CT and MW Services Transportation LLC (“MWST”) (collectively, the “WSB Business”). Due to a protective right included in the lease agreement that enables the sole shareholder of the WSB Business to sell to us the assets subject to the lease purchase agreement upon the occurrence of certain events, we determined that PP, CT and MWST are variable interest entities. We further determined that we are the primary beneficiary of PP, CT and MWST because the lease provides us with full control of all of the operating assets of PP, CT and MWST.

GENERAL	6 Months Ended
GENERAL	Jun. 30, 2012
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION [Abstract]
General [Text Block]	GENERAL Nature of Operations Platinum Energy Solutions, Inc. (collectively, with its subsidiary, the “Company,” “we,” or “Platinum”) was incorporated in Nevada on September 7, 2010. We are a Houston, Texas based oilfield services provider specializing in premium Hydraulic Fracturing, Coiled Tubing and Other Pressure Pumping services, our three reportable segments. In March 2011, we commenced operations, following the lease of certain pressure pumping and coil tubing equipment from a related party and, therefore, ceased to be a development stage company. Our Hydraulic Fracturing segment began operations in August 2011 in the Eagle Ford Shale. We utilize modern, high pressure-rated fracturing equipment that allows us to handle challenging geological environments, reduce operating costs, increase asset utilization and deliver excellent customer service. In addition, we have a contract for wet sand supply and physical capabilities around the transportation, processing and storage of sand used in the hydraulic fracturing process. Basis of Presentation The consolidated financial statements include the accounts of Platinum and all entities that we control by ownership of a majority voting interest as well as variable interest entities for which we are the primary beneficiary. All significant inter-company transactions and balances have been eliminated in consolidation. Our unaudited condensed consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. We believe that the presentation and disclosures herein are adequate to make the information not misleading. In the opinion of management, the unaudited condensed consolidated financial information included herein reflects all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of our financial position, results of operations and cash flows for the interim periods presented. These unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto included in our annual report on Form 10-K for the year ended December 31, 2011. The results of operations for the interim periods presented herein are not necessarily indicative of the results to be expected for a full year or any other interim period. Management Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) necessarily requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. We regularly evaluate estimates and judgments based on historical experience and other relevant facts and circumstances. Significant estimates included in these financial statements primarily relate to the consolidation of our variable interest entity (“VIE”), the assessment of our property and equipment regarding useful lives, depreciation and impairment, the valuation of our equity grants made to employees and nonemployees (directors and certain vendors), and the realizability of deferred tax assets. Actual results could differ from those estimates as new events occur, additional information is obtained and the Company’s operating environment changes.

CONDENSED CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) (USD $)	Jun. 30, 2012	Dec. 31, 2011	Jun. 30, 2012 Series A Preferred Stock [Member]	Dec. 31, 2011 Series A Preferred Stock [Member]	Jun. 30, 2012 Series B Preferred Stock [Member]	Dec. 31, 2011 Series B Preferred Stock [Member]
Current Assets:
Allowance for doubtful accounts	$ 477,019	$ 477,019
Common stock, par value	$ 0.001	$ 0.001
Stockholders' Equity Attributable to Parent [Abstract]
Common stock, shares authorized	99,996,000	99,996,000
Common stock, shares issued	16,570,362	15,535,229
Common stock, shares outstanding	16,570,362	15,535,229
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized			20,000	20,000	13,500	0
Preferred Stock, Shares Issued			20,000	20,000	12,388	0
Preferred Stock, Shares Outstanding			20,000	20,000	12,388	0

VARIABLE INTEREST ENTITY	6 Months Ended
VARIABLE INTEREST ENTITY	Jun. 30, 2012
Variable Interest Entity, Primary Beneficiary, Does Not Hold Majority Voting Interest, Disclosures [Abstract]
Variable interest entity [Text Block]	VARIABLE INTEREST ENTITY We account for variable interest entities (“VIEs”) in accordance with FASB ASC Topic 810, Consolidation. On March 3, 2011, we entered into a lease agreement with Well Services Blocker, Inc. (“WSB”) and two of its wholly owned entities, Moncla Pressure Pumping Well Services, L.L.C. (“PP”) and Moncla Coil Tubing Well Services, LLC. (“CT”) to lease all of the coil tubing and pressure pumping equipment held by PP, CT and MW Services Transportation LLC (“MWST”) (collectively, the “WSB Business”). Due to a protective right included in the lease agreement that enables the sole shareholder of the WSB Business to sell to us the assets subject to the lease purchase agreement upon the occurrence of certain events, we determined that PP, CT and MWST are variable interest entities. We further determined that we are the primary beneficiary of PP, CT and MWST because the lease provides us with full control of all of the operating assets of PP, CT and MWST. As of June 30, 2012, the combined financials statements of PP, CT and MWST had $14.0 million in total assets and $11.3 million in total liabilities. We obtained control of the WSB Business effective March 3, 2011. In accordance with FASB ASC Topic 805, Business Combinations, we accounted for the acquisition of the WSB Business using the acquisition method which requires an acquirer to recognize and measure the identifiable assets acquired and liabilities assumed at their fair values as of the acquisition date. The fair value of the net assets acquired, net of tax, was $2,646,064, which was recognized as non-controlling interests.

Document and Entity Information	6 Months Ended
Document and Entity Information	Jun. 30, 2012	Aug. 14, 2012
Document Information [Line Items]
Entity Registrant Name	PLATINUM ENERGY SOLUTIONS, INC.
Entity Central Index Key	0001503636
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Document Type	10-Q
Document Period End Date	Jun. 30, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding		16,347,962

DEFERRED REVENUE	6 Months Ended
DEFERRED REVENUE	Jun. 30, 2012
Deferred Revenue [Abstract]
Deferred Revenue Disclosure [Text Block]	DEFERRED REVENUE During 2010, we received a total of $20.0 million in advances under the terms of two separate customer contracts related to multi-year well services contracts. The agreement with one customer stipulates $10.0 million be placed into an escrow account in the name of the Company to be used to offset future billings made to that customer as services are delivered. In March 2011, the $10.0 million was returned to that customer. There were no restrictions on the use of the $10.0 million received from the other customer. In December 2011, we received an additional $6.9 million advance under the other customer contract and there were no restrictions on the use of the additional $6.9 million. As of June 30, 2012, the short-term and long-term balances of these advances were $6.0 million and $1.0 million, respectively. As of December 31, 2011, the short-term and long-term balances of these advances were $9.6 million and $3.5 million, respectively. These balances are included in deferred revenue in the accompanying consolidated balance sheets, which is earned per the terms of the customer contract as services are delivered. During the three and six months ended June 30, 2012, $1.0 million and $6.1 million of these advances were earned and are included in revenue in the accompanying statements of comprehensive loss.

SUPPLEMENTAL FINANCIAL INFORMATION Cash Flows (Details) (USD $)	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Increase (Decrease) in Operating Assets [Abstract]
Account receivables	$ 8,118,025	$ 107,856
Inventory	(1,988,323)	0
Prepaids and other current assets	(9,311,780)	(2,431,440)
Account payables and accrued expenses	(18,430,162)	(6,686,704)
Deferred revenue	(6,127,129)	0
Changes in assets and liabilities	$ 9,120,955	$ 4,363,120

STOCKHOLDERS EQUITY	6 Months Ended
STOCKHOLDERS EQUITY	Jun. 30, 2012
Stockholders' Equity Attributable to Parent [Abstract]
Stockholders' Equity Note Disclosure [Text Block]	STOCKHOLDERS’ EQUITY Common Stock On February 28, 2011, the Company’s board of directors approved a one-for-ten reverse common stock split, which became effective on that date. On January 6, 2012, the Company's board of directors approved a one-for-five reverse common stock split, which became effective on that date. All references to common shares and per-share data for all periods presented in this report have been adjusted to give effect to these reverse splits. As no change was made to the par value of the common shares, a total of $62,140 was reclassified from common stock to additional paid-in capital as of December 31, 2011. No fractional shares were issued in connection with the reverse stock split on January 6, 2012, and in lieu thereof, the number of shares of common stock held by any stockholder who would otherwise have been entitled to a fractional share was rounded up to the next highest full share. Preferred Stock Series A Preferred Stock On March 3, 2011, we issued 20,000 shares of Series A Preferred Stock for $20 million. The Series A Preferred Stock is not convertible and has a liquidation preference of up to $40.0 million . The Preferred Stock is not redeemable unless the Company completes an initial public offering, at which time the Preferred Stock is redeemable at a redemption price equal to the original purchase price. The Series A Preferred Stock holders also acquired 9,896,960 shares of the Company’s common stock. Series B Preferred Stock On March 30, 2012, we issued 2,700,000 shares of common stock, that are immediately exchangeable into 13,500 shares of Series B Preferred Stock upon approval of the issuance of the preferred stock by the stockholders of the Company, for $13.5 million. The Series B Preferred Stock is convertible to common stock at a ratio of 200 to 1 and is entitled to dividends of 5% per annum, payable either in cash or stock on a quarterly basis. The Series B Preferred Stock is redeemable upon the Company’s completion of an initial public offering at a redemption price equal to or more than the original purchase price. The purchasers of the Series B preferred stock also received 1,037,968 warrants, each convertible into one share of common stock at an exercise price of $3.00 per share. We allocated $1,620,000 of the proceeds to the warrants, which was recorded as additional paid-in capital, based on the relative fair values of the stock and the warrants at the time of issuance of the securities. On April 30, 2012, the Series B Preferred Stock were approved for issuance. As of June 30, 2012, a total of 2,477,600 shares of the common stock had been exchanged for 12,388 shares of Series B Preferred Stock. Dividends in arrears related to the Series B Preferred Stock totaled approximately $77,425 as of and for the quarter and year-to-date period ending June 30, 2012.

STOCK AWARD PLAN	6 Months Ended
STOCK AWARD PLAN	Jun. 30, 2012
Share-based Compensation [Abstract]
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]	STOCK AWARD PLAN Overview In exchange for services provided, we have issued restricted and unrestricted stock and stock options to employees and non-employees under the 2010 Omnibus Equity Incentive Plan (the “2010 Plan”). We reserved 1,044,817 shares of common stock (or options to purchase common stock) under the 2010 Plan for future issuances, of which 22,003 shares remained available for issuance as of June 30, 2012. The awards typically have a ten-year life and a four-year vesting period. Absent an active market for our equity securities, the market value of our common stock underlying the restricted stock or stock options granted was determined by management and approved by our Board of Directors at the time of grant. In determining such fair market value, for purposes of valuing our share-based payment awards, we obtained contemporaneous valuations compiled by third-party appraisers based primarily on our financial forecasts and comparable peer company data. Among other significant assumptions, the valuation reflects a marketability discount as our equity securities are not traded. The underlying assumptions significantly impact the resulting estimated market value of our stock and the fair value of our restricted stock and option grants. The fair value of our option grants was calculated through the use of the Black-Scholes option pricing model. The model requires certain assumptions regarding the estimated market price of the Company’s currently non-traded stock, the risk-free interest rate, the expected share price volatility and the expected term of each option grant. Restricted Stock During the three months ended June 30, 2012, the Company granted 166,347 restricted shares to certain Directors under the 2010 Plan in connection with the Directors' annual compensation. The grant-date fair value of the restricted shares was determined to be $3.00 per share, based on the estimated market value of our non-publicly traded common stock at the date of grant. The Company has the right to reacquire the restricted shares for $0.001 per share over the vesting period for the restricted shares ranging from 12 to 24 months. Stock-based compensation expense The stock-based compensation expense related to all our unvested awards (both restricted stock awards and stock option awards) described above was approximately $0.3 million and $0.5 million, respectively, for the three and six-month periods ended June 30, 2012 and approximately $0.2 million and $0.4 million, respectively, for the three and six-month periods ended June 30, 2011 and was primarily included in general and administrative expenses. The remaining unrecognized stock-based compensation expense as of June 30, 2012 of approximately $2.5 million will be recognized over the average remaining vesting period of approximately 2.6 years.

INCOME TAX DISCLOSURE	6 Months Ended
INCOME TAX DISCLOSURE	Jun. 30, 2012
Income Tax Disclosure [Abstract]
Income Tax Disclosure [Text Block]	INCOME TAXES The consolidated effective tax rate of approximately 0.4% and 1.4% for the three month periods ended June 30, 2012 and 2011, respectively, and 0.1% and 0.8% for the six month periods ended June 30, 2012 and 2011, respectively, is lower than the federal statutory rate as the majority of our income tax benefits were not recognized. This is because we are not able to conclude that it is more likely than not that we will be able to use these loss carryforwards and, as such, have provided a corresponding valuation allowance. For the six months ended June 30, 2012, our net income tax expense of $15,868 is comprised of state income tax expense of $167,676, primarily related to the Texas Margin tax, offset by an income tax benefit of $151,808 related to the losses of our consolidated VIE, which files a separate tax return.