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Force Protection Announces $15.8 Million Equity Investment.


LADSON, S.C. -- Step Positions Armored Vehicle Manufacturer for Continued Growth as Company Announces Conversion of B & C Preferred

Force Protection, Inc. (OTCBB OTCBB

See OTC Bulletin Board (OTCBB).
:FRCP FRCP Fellow of the Royal College of Physicians.

FRCP
abbr.
Fellow of the Royal College of Physicians
), a leading U.S. manufacturer of armored vehicles used by U.S. forces in Iraq, announced that it has completed an equity financing Equity Financing

The act of raising money for company activities by selling common or preferred stock to individual or institutional investors. In return for the money paid, shareholders receive ownership interests in the corporation.
 in the form of a "Series D" 6% Convertible Preferred Stock Convertible Preferred Stock

Preferred stock that includes an option for the holder to convert the preferred shares into a fixed number of common shares, usually anytime after a predetermined date. Also known as "convertible preferred shares".
 which resulted in gross proceeds of approximately $15.8 million.

The agreement is one of several steps by the company aimed at building on recent rapid growth fueled by military operations in Iraq and Afghanistan. Company executives also announced that all outstanding Series B and C Preferred Shares Preferred shares

Preferred shares give investors a fixed dividend from the company's earnings and entitle them to be paid before common shareholders. See: Preferred stock.
 will be converted into common stock.

"This financing will provide us with the necessary working capital to support our operations, and it will allow us to take advantage of the substantial growth opportunities present in our key business segments," said Force Protection Vice President and Chief Financial Officer Tom Thebes.

"Additionally, with the completion of a pending reverse 12-for-1 split, the conversion of all previously existing outstanding preferred shares into common stock, and the elimination of anti-dilution provisions for all legacy shareholders, we have put the Company's capital structure in a form that will more readily lead to significant interest from both institutional investors and analysts," Thebes said. "Force Protection expects to file for a listing on a national exchange during the first calendar quarter of 2005."

Atlanta-based HPC (Handheld PC) A palmtop computer that weighs less than one pound and runs specialized versions of popular applications. Microsoft coined the term for its Windows CE operating system, which is an abbreviated version of Windows. See Pocket PC.  Capital Management Corporation acted as the placement agent. The lead investor was the Palisades Palisades, cliffs along the west bank of the Hudson River, NE N.J. and SE N.Y., extending from N of Jersey City, N.J., to the vicinity of Piermont, N.Y., with a general altitude of from 350 ft to 550 ft (107–168 m).  Master Fund. Under the terms of the financing, the preferred is convertible into common stock of Force Protection at $.32 per share, subject to adjustment based upon a market average price over 60 days.

"We not only believe strongly in the business case for Force Protection, but it is rewarding to know that the vehicles they produce are saving the lives of our troops in Iraq," said HPC Capital Chairman Andy Reckles. "As an additional show of support for them, HPC Capital will donate $10,000 to the Disabled American Veterans The Disabled American Veterans, or DAV, is an organization for disabled veterans that helps them and their families through various means. It currently has over 1.2 million members.

The DAV was controversial during the 2006 election cycle.
 charitable organization for American's who have become disabled in combat."

"We are pleased with this investment led by Palisades Master Fund," said Force Protection Chairman Frank Kavanaugh. "This is an important step for the company's future. With this additional strength in our balance sheet we can now focus on securing a competitive senior term debt line. We appreciate and have been particularly impressed by the efficient and cooperative manner with which Palisades has managed this transaction."

In addition to the financing agreement, Force Protection announced today that R. Scott Ervin has been named interim Chief Executive Officer. Ervin, a current member of the board and a corporate attorney, will replace Gale Aguilar, who will step down to focus on his position as president and chief operating officer Chief Operating Officer (COO)

The officer of a firm responsible for day-to-day management, usually the president or an executive vice-president.
 of Mitem, a Menlo Park, California Menlo Park is a city in San Mateo County, California in the United States of America. It is located at latitude 37°29' North, longitude 122°9' East. Menlo Park had 30,785 inhabitants as of the 2000 U.S. Census.  enterprise software company. Aguilar will remain a member of the Force Protection board of directors.

Ervin is a corporate lawyer with more than 20 years' business experience and an extensive background in corporate governance Corporate Governance

The relationship between all the stakeholders in a company. This includes the shareholders, directors, and management of a company, as defined by the corporate charter, bylaws, formal policy, and rule of law.
. He is licensed to practice law in New York and Texas, and is admitted to practice before the Second U.S. Circuit Court of Appeals and the United States Supreme Court United States Supreme Court: see Supreme Court, United States. . Ervin has also served as a director of Force Protection for over 3 years.

"We would like to thank Gale for his excellent work at Force Protection." said Kavanaugh. "He has overseen the transition of the company into a fast growing manufacturer of blast-protected vehicles which are now deployed with U.S. forces in Iraq and Afghanistan. During his tenure, he has recapitalized the company and assisted in the securing of $22 million in new orders for 2005, including delivery of the first Cougar cougar: see puma.
cougar
 or puma or mountain lion or panther

Species (Puma concolor) of large, graceful cat that lives in a wide variety of habitats in the Americas, from southern Alaska to Patagonia.
 vehicles to Iraq."

About Force Protection, Inc.

Force Protection, Inc. manufactures ballistic and mine protected vehicles through its wholly owned subsidiary Wholly Owned Subsidiary

A subsidiary whose parent company owns 100% of its common stock.

Notes:
In other words, the parent company owns the company outright and there are no minority owners.
. These specialty vehicles are protected against landmines, hostile fire, and Improvised Explosive Devices (IEDs, commonly referred to as roadside bombs). Force Protection's mine and ballistic protection technology is among the most advanced in the world. The vehicles are manufactured outside Charleston, S.C.

For more information about Force Protection, Inc., please visit www.forceprotectioninc.com.

This press release contains forward-looking statements that are based on management's current expectations, estimates, and projections. These statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions and are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995. Many factors, including those discussed more fully elsewhere in this release and in the Company's filings with the Securities and Exchange Commission, (www.sec.gov) particularly its latest annual report on Form 10-K, as well as others, could cause results to differ materially from those stated. These factors include, but are not limited to, risks of dependence on government and failure to obtain new government contracts, inherent risks of government contracts, risks of supply interruptions to Vehicle Systems segment, risks of fixed-price contracts, risks as to cost controls, risks of general economic conditions, risks industry economic conditions, risks as to licenses, risk of competition, risks relating to technology, risks as to terrorist attacks on the U.S. and their impact on the U.S. economy, risks relating to personnel, risks of claims and litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute.

When a person begins a civil lawsuit, the person enters into a process called litigation.
, risks of product defects, risks of no credit facility, risks as to foreign sales and global trade matters, risks as to information technology, risks as to acquisitions and restructuring activities, risks as to currency fluctuations, risks as to environmental and safety matters, and credit risks all as more specifically outlined in the Company's latest annual report on Form 10-K. In addition, such forward-looking statements could be affected by general industry and market conditions and growth rates, general domestic and international conditions including interest rates, inflation and currency exchange rates and other future factors. Actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements.
COPYRIGHT 2005 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2005, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Jan 21, 2005
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