SM&A Responds to Statements Made by Former CEO

  
    
  
  
    
      SM&A (Nasdaq:WINS) today said that information contained in a recent 
      press release and in proxy solicitation documents filed with the 
      Securities and Exchange Commission by former SM&A CEO Steven Myers 
      contained inaccurate and/or misleading information. The press release 
      from Myers was issued on April 24, 2008 and the presentation documents 
      were filed with the SEC on April 23, 2008.
    
    
      Dwight Hanger, the Chairman of the Board of SM&A, said, “It 
      is most unfortunate that the founder of our company has decided to 
      pursue such a destructive path. I see nothing positive that can come out 
      of his efforts; in fact, it has already proven to be a costly and 
      distracting exercise. Having said that, I feel that our shareholders are 
      being misled and that we need to address several of his allegations.”
    
    
      In his press release and proxy materials:
    
    
      
        Myers complains about SM&A’s stock 
        price
      
    
    
      When Myers left the company as CEO in March 2007, SM&A’s 
      stock price had fallen nearly 78% from its peak during his tenure. The 
      stock also was down 36% from the price it traded at three years before 
      his retirement. After the company went public in January 1998, Myers and 
      his then COO Kenneth Colbaugh – now one of the 
      Myers’ nominees - substantially missed 
      guidance the following September, beginning a severe, downward spiral of 
      the stock. At one point during Myers’ tenure 
      as CEO, SM&A’s stock traded at 62 cents a 
      share and was de-listed.
    
    
      We believe the recent decline in stock price, although in part a 
      reflection of the market conditions in general, is predominately due to 
      our current slower revenue growth outlook and inconsistent EPS growth 
      partially caused by continual charges for non-operational distractions – 
      NOT because of poor guidance.
    
    
      
        Myers’ criticizes the accuracy of 
        forecasted revenues
      
    
    
      We stand by our recent guidance and note that our guidance will always 
      be based on concrete data and the best available information about our 
      markets, current trends and opportunities. Our ability to generate 
      revenue growth is highly dependent on the number and tenure of 
      experienced account executives, the availability of solutions we provide 
      to our clients and the quantity and quality of our associates who are 
      highly skilled to deliver our solutions. It should be noted that Myers 
      criticizes us for exceeding our forecasted revenue expectations, 
      the result of exceptional hard work and dedication by our employees. Our 
      strong Q4 revenues were delivered despite the turmoil within the company 
      and uncertain external economic negative forces, which jointly led to 
      our conservative guidance for the period.
    
    
      
        Myers’ promises include “correcting 
        accounting methodology to remedy the negative impact of the PPI 
        acquisition’s accounting process.”
      
    
    
      With respect to PPI, there is no accounting methodology to remedy. The 
      structure of the transaction, which presumably Myers reviewed and 
      approved when he signed the agreement, is what drives the accounting 
      treatment consequences we are faced with.
    
    
      
        Myers claims that he will effectively deploy cash
      
    
    
      In 2008 until our recent “black-out period,” 
      the company aggressively repurchased stock totaling $1 million, or 
      241,200 shares. The Board and management review on a continual basis 
      investment decisions which will result in the best return on assets. The 
      Board and management will continue to make the best use of cash based on 
      sound analysis and the alternatives available. We currently have a buy 
      back authorization of $4.8 million and intend to continue to implement 
      it pursuant to its terms as market conditions warrant.
    
    
      As for Myers' expertise in the “effective 
      deployment of cash,” we only ask that you 
      look to his track record of investments in a series of acquisitions that 
      resulted in $45 million of write-offs and aggregate losses totaling $50 
      million over 2000 and 2001. The resulting shareholder erosion was 
      immediately evident in a stock which plunged from a peak of $32.75 three 
      months after going public in 1998 to 62 cents just two years later.
    
    
      
        Myers states he will reverse “recent 
        attrition of critical talent.”
      
    
    
      During the last 10 years as a public company under Myers’ 
      leadership, 16 highly respected senior executives and numerous senior 
      level managers left SM&A, the majority of which either started or joined 
      companies that compete directly against SM&A. Much of that was due to 
      the pervasive lack of a sound strategic direction and investment 
      strategy, a situation the Board moved to correct in late 2006. The 
      recent resignations are largely due to management disruptions and the 
      resulting impact on employee morale and job security through much of 
      2007. The Board believes the new reconstituted leadership team has never 
      been more talented, dedicated to operational excellence and focused as a 
      TEAM to deliver results for shareholders. The Board and this 
      leadership team have recently attracted extraordinary new talent at 
      every level to support our strategic direction.
    
    
      Mr. Hanger continued: “Myers is 
      running on his record, so it is only fair that our stockholders have 
      all of the facts and context to evaluate it. As I said in 
      my previous letter to shareholders, `We invite you 
      to review Myers’ record as CEO of SM&A 
      because, when you do, we are confident you will conclude 
      as we have that our path to the future should not involve a detour 
      into the past.’
    
    
      "The credentials of your current Board speak for themselves. We have a 
      super majority independent board comprised of professionals with 
      extensive relevant industry expertise, financial knowledge and 
      significant business acumen. We would put them up against Myers’ 
      nominees anytime and are confident that our stockholders will conclude 
      that the Myers nominees offer no additional value.
    
    
      "I believe, after examining the facts, our shareholders will conclude as 
      we have that it is in their best interests and the best interest of this 
      company for them to vote for the board of directors nominated by the 
      company.”
    
    
      
        
          
            YOUR VOTE IS IMPORTANT -- VOTE THE WHITE PROXY CARD TODAY
          
        
      
      
        
           
        
      
      
        
          The Stockholder meeting will be on Friday, May 23, 2008 with 
          stockholders of record as of April 9, 2008 eligible to vote.
        
      
      
        
           
        
      
      
        
          If you have any questions or need assistance in voting, contact
        
      
      
        
          MacKenzie Partners, Inc.
        
      
      
        
          Toll-Free: [phone]
        
      
      
        
          
            [e-mail]
          
        
      
      
        
           
        
      
      
        
          Please ignore any materials sent to you by Myers and discard any 
          gold cards you receive.
        
      
      
        
           
        
      
      
        
          
            We urge you to sign, date and return the enclosed WHITE Proxy 
            Card today or vote by telephone or Internet.
          
        
      
    
    
      About SM&A
    
    
      SM&A is the world's foremost management consulting firm providing 
      leadership and mentoring solutions to PLAN for business capture, WIN 
      competitive procurements and profitably PERFORM on the projects and 
      programs won. Our proven processes, people and tools have delivered 
      significant top-line and bottom-line growth across markets, products and 
      services. From the largest aerospace and defense contractors, through 
      the major software providers, to healthcare and financial/audit service 
      providers, SM&A is the partner many companies turn to WHEN THEY MUST WIN.
    
    
      Some statements made in this news release refer to future actions, 
      strategies, or future performance that involves a number of risks and 
      uncertainties. Any one or number of actors could cause actual results to 
      differ materially from expectations, and could include: shift in demand 
      for SM&A's Competition Management and Performance Assurance services; 
      fluctuations in the size, timing, and duration of client engagements; 
      delays, cancellations, or shifts in emphasis for competitive procurement 
      activities; declines in future defense, information technology, homeland 
      security, new systems, and research and development expenditures, and 
      other risk factors listed in SM&A's SEC reports, including the report on 
      Form 10-K for the year ended December 31, 2007. Actual results may 
      differ materially from those expressed or implied. The company expressly 
      does not undertake any duty to update forward-looking statements.