FAvS Unaffiliated Shareholders Vote Overwhelmingly for Wynnefield Nominee and Cumulative Voting; 77% of Unaffiliated Shareholders Do Not Support Company Slate.NEW YORK New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of -- The Wynnefield Group, the largest minority shareholder in First Aviation Services Inc. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on : FAVS FAVS Fabbrica Armi Valle Susa FAVS Fighter Attack Visual System ), announced today that its director nominee had received 60% and its shareholder proposal for cumulative voting A method of election of the board of directors used by corporations whereby a stockholder may cast as many votes for directors as he or she has shares of stock, multiplied by the number of directors to be elected. for directors received 73% of the votes cast by shareholders unaffiliated with either FAvS management or Wynnefield, according to preliminary voting results. More than 77% of unaffiliated shares voted at the meeting expressed dissatisfaction with the current board by either voting for Wynnefield's candidate or withholding support for management's slate. "When will FAvS get the message?" said Nelson Obus, the Wynnefield Group nominee to the FAvS board. "Unaffiliated shareholders overwhelmingly supported my candidacy and Wynnefield's proposal for cumulative voting and have sent a mandate for change to the board and management. Additionally, the independent proxy advisory firm Institutional Shareholder Services (ISS ISS See Institutional Shareholder Services (ISS). ) endorsed my candidacy and our proposal. Minority shareholders have waited long enough - through six years of FAvS' underperformance and failure to implement a benchmarked business plan that would deliver value to all shareholders. We will continue our efforts on behalf of all minority shareholders to release value and address the conflicts-of-interest with First Equity." First Equity (which is wholly owned by FAvS' Chairman and its CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. ), along with other insiders, controls approximately 53% of FAvS' outstanding common stock. Mr. Obus added, "The first-quarter 2004 financial results FAvS released yesterday do not inspire confidence in the company's direction and reflect a consistently unprofitable business model that is exhibiting negative operating leverage Operating Leverage A measurement of the degree to which a firm or project relies on fixed rather than variable costs. Notes: The higher the degree of operating leverage, the greater the potential danger from forecasting risk. . It's not every day that a company increases its year-over-year quarterly revenues by 20% (or $4.6 million) and also posts a $426,000 decline in operating income Operating Income The profit realized from a business' own operations. Notes: This would not include income from things such as investments in other firms. Also referred to as operating profit or recurring profit. , throwing the company into another losing quarter. This continues FAvS' lengthy history of losses and diminution of shareholder value. We appeal to the outside directors to heed the voice of the minority shareholders and protect the interests of all shareholders." Mr. Obus concluded, "Despite First Equity's majority control, Wynnefield will continue its efforts to support the principle of minority representation and maximizing value for ALL shareholders." ADDITIONAL INFORMATION: The Wynnefield Group is First Aviation's largest outside shareholder, holding 29.7% of the company's outstanding common stock. Wynnefield is a long-term investor in FAvS, having first invested in the company shortly after its initial public offering more than six years ago. The Wynnefield Group includes several affiliates of Wynnefield Capital, Inc. (WCI WCI Western Climate Initiative WCI Wright Center of Innovation WCI Whale Conservation Institute WCI Waterloo Collegiate Institute WCI Warren Correctional Institution (Warren, OH) WCI Warrior Concepts International ), a value investor, specializing in U.S. small cap situations that have company- or industry-specific catalysts. WCI was established in 1992. Its founding partners, Nelson Obus and Joshua Landes, held senior research and institutional equity positions at Lazard Freres & Co. during the 1980s, and the initial Wynnefield investors included many of their colleagues at Lazard. The fund has grown to approximately $200 million under management. Nelson Obus currently serves on the board of directors of Layne Christensen Company (NASDAQ: LAYN) and additionally serves on its audit and compensation committees. More information about the Wynnefield Group's efforts to help provide value to all FAvS shareholders can be found at www.rescuefavs.com. All vote totals are approximate and based on the preliminary report of the independent inspector of election, IVS ivs - INRIA Videoconferencing System. A video-conferencing tool for the Internet based on the H.261 video compression standard. http://zenon.inria.fr:8003/rodeo/personnel/Thierry.Turletti/ivs.html. Associates, Inc. |
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