Wins Financial (NASDAQ:WINS)
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Steven S. Myers, the largest shareholder of SM&A (NASDAQ: WINS) as well
as the Company’s founder and retired chairman
and chief executive officer, today issued the following statement in
response to inquiries:
"The press release issued by SM&A today seeks to deflect shareholder
attention from loss of shareholder value and uncertainty about future
profitability to years-old events that occurred during the creation of
the company. While they look backward, we look forward.
“SM&A’s repeated
failure to provide accurate and credible information to the investment
community is amply reflected in the public record, and is, in our view,
directly responsible for the substantial loss of shareholder value that
has occurred over the past year.
“As we’ve said
before, we are pursuing this proxy contest to address four critical
issues: (1) providing better financial oversight to ensure reasonably
accurate guidance; (2) correcting accounting methodology to remedy the
negative impact of the PPI acquisition’s
accounting process; (3) improving fiscal strategy to more effectively
deploy available cash; and (4) reversing recent attrition of critical
talent.
“Only by addressing these issues, we believe,
can SM&A regain the trust of the investment community and rebuild the
value that has been destroyed over the past year.
“We urge SM&A shareholders to vote for the
partial Board slate we are proposing, which includes myself, Ken
Colbaugh, Al Nagy, and Redge Bendheim.”
Mr. Myers has an ownership stake of 2,997,225 shares or approximately
15.7 percent of the Company’s outstanding
shares.
On April 23rd, Mr. Myers filed with the
Securities and Exchange Commission an investor presentation setting
forth in detail his reasons for seeking the election of four Board
candidates, including himself, to the Company’s
Board of Directors at the Company’s next
Annual Meeting, currently set to take place on May 23rd.
The presentation can be accessed at www.sec.gov
or directly through the following link: http://www.sec.gov/Archives/edgar/data/1050031/
000110465908026102/a08-8941_1dfan14a.htm.
(Due to its length, this URL may need to be copied/pasted into your
Internet browser's address field. Remove the extra space if one exists.)
Every Vote Counts - Vote the GOLD PROXY CARD TODAY!
Proxy Material from Steven S. Myers has already been distributed to
all shareholders including a GOLD PROXY CARD. Mr. Myers urges all
shareholders to vote only the GOLD PROXY CARD. If you have any
questions, or need assistance with voting, please contact:
Georgeson Inc.
Toll Free (800) 561-3837
SM&A, based in Newport Beach, Calif., provides competition management
and program support services to major industrial customers in the
Aerospace & Defense, Information Technology, Telecommunications, and
other industries.
THIS PRESS RELEASE IS FOR GENERAL INFORMATIONAL PURPOSES ONLY. IT DOES
NOT PERTAIN TO THE SPECIFIC INVESTMENT OBJECTIVE, FINANCIAL SITUATION,
SUITABILITY, OR THE PARTICULAR NEEDS OF ANY SPECIFIC PERSON WHO MAY
RECEIVE THIS PRESS RELEASE, AND SHOULD NOT BE TAKEN AS ADVICE ON THE
MERITS OF ANY INVESTMENT DECISION. THE VIEWS EXPRESSED HEREIN REPRESENT
THE OPINIONS OF STEVEN S. MYERS, AND ARE BASED ON PUBLICLY AVAILABLE
INFORMATION WITH RESPECT TO SM&A (THE “ISSUER”).
EXCEPT FOR THE HISTORICAL INFORMATION CONTAINED HEREIN, THE MATTERS
ADDRESSED IN THIS PRESS RELEASE ARE FORWARD-LOOKING STATEMENTS THAT
INVOLVE CERTAIN RISKS AND UNCERTAINTIES. YOU SHOULD BE AWARE THAT ACTUAL
RESULTS COULD DIFFER MATERIALLY FROM THOSE CONTAINED IN THE
FORWARD-LOOKING STATEMENTS. MR. MYERS ASSUMES NO OBLIGATION TO UPDATE
THE FORWARD-LOOKING INFORMATION.
MR. MYERS RESERVES THE RIGHT TO CHANGE ANY OF HIS OPINIONS EXPRESSED
HEREIN AT ANY TIME AS HE DEEMS APPROPRIATE. MR. MYERS DISCLAIMS ANY
OBLIGATION TO UPDATE THE INFORMATION CONTAINED HEREIN.
MR. MYERS HAS NOT SOUGHT OR OBTAINED CONSENT FROM ANY THIRD PARTY TO USE
ANY STATEMENT OR INFORMATION INDICATED IN THIS PRESS RELEASE OR THE
PRESENTATION REFERRED TO HEREIN AS HAVING BEEN OBTAINED OR DERIVED FROM
STATEMENTS MADE OR PUBLISHED BY THIRD PARTIES. ANY SUCH STATEMENT OR
INFORMATION SHOULD NOT BE VIEWED AS INDICATING THE SUPPORT OF SUCH THIRD
PARTY FOR THE VIEWS EXPRESSED HEREIN. NO WARRANTY IS MADE THAT DATA OR
INFORMATION, WHETHER DERIVED OR OBTAINED FROM FILINGS MADE WITH THE SEC
OR FROM ANY THIRD PARTY, IS ACCURATE.
EACH OF MR. MYERS, KENNETH W. COLBAUGH, ALBERT S. NAGY AND REDGE E.
BENDHEIM (COLLECTIVELY, THE “PARTICIPANTS”)
IS DEEMED A PARTICIPANT IN THE SOLICITATION OF PROXIES DESCRIBED IN THIS
PRESS RELEASE. INFORMATION REGARDING THE PARTICIPANTS AND THEIR DIRECT
OR INDIRECT INTERESTS, BY SECURITY OWNERSHIP OR OTHERWISE, IS AVAILABLE
IN THE DEFINITIVE PROXY STATEMENT ON SCHEDULE 14A FILED BY MR. MYERS
WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 18, 2008.
ALL STOCKHOLDERS OF THE ISSUER ARE ADVISED TO READ THE DEFINITIVE PROXY
STATEMENT AND OTHER DOCUMENTS RELATED TO THE SOLICITATION OF PROXIES BY
MR. MYERS FOR USE AT THE 2008 ANNUAL MEETING OF STOCKHOLDERS OF THE
ISSUER BECAUSE THEY DO AND WILL CONTAIN IMPORTANT INFORMATION. THE
DEFINITIVE PROXY STATEMENT AND FORM OF PROXY HAVE BEEN MAILED TO
STOCKHOLDERS OF THE ISSUER. STOCKHOLDERS OF THE ISSUER MAY OBTAIN COPIES
OF THE DEFINITIVE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS AT NO
CHARGE ON THE SEC’S WEB SITE AT HTTP://WWW.SEC.GOV.
IN ADDITION, MR. MYERS WILL PROVIDE COPIES OF THE DEFINITIVE PROXY
STATEMENT WITHOUT CHARGE UPON REQUEST.