Exhibit 99.1
FOR IMMEDIATE RELEASE
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CONTACT:
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InvestQuest, Inc.
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Bob Lentz
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(614) 876-1900
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COLUMBUS, Ohio October 26, 2005
AirNet Systems, Inc. (NYSE: ANS) today announced that it has
entered into a letter of intent for the sale of the company to a nationally recognized private
equity investment firm in a going private transaction for $4.55 per share. As previously reported,
on January 5, 2005, AirNets Board of Directors engaged Brown Gibbons Lang & Company (BGL) to
serve as AirNets exclusive financial advisor and investment banker to review, develop and evaluate
various strategic alternatives to enhance shareholder value. The offer contained in the letter of
intent represents a premium of approximately 32% over the share price of AirNets common shares on
the business day immediately prior to the announcement of BGLs engagement.
The letter of intent, which was unanimously recommended to AirNets Board by the Special Committee
of the Board and unanimously approved by AirNets Board, provides the private equity investment
firm with exclusivity until November 30, 2005 to complete its confirmatory due diligence and
execute a definitive merger agreement (which date may be extended by mutual consent under certain
circumstances until no later than December 15, 2005). The offer is not contingent on the private
equity investment firm obtaining any debt financing in addition to the amount currently existing in
the business. The proposed transaction, however, would be subject to shareholder approval and other
conditions that would be set forth in a definitive agreement.
While AirNet expects to be able to enter into a definitive agreement with the private equity
investment firm, there can be no assurances that such an agreement will be executed or that, if it
is, it will contain the same terms as those described herein.
Following execution of a definitive agreement, AirNet will host a conference call to discuss the
transaction. Unless and until such a definitive agreement is reached, the company does not intend
to comment further on the potential transaction.
AirNet Systems, Inc.
AirNet Systems, Inc., through its operating subsidiaries, focuses its resources on providing
value-added, time-critical aviation services to a diverse set of customers in the most
service-intensive, cost-effective manner possible. AirNet operates an integrated national
transportation network that provides expedited transportation services to banks and time-critical
small package shippers nationwide. Jetride, Inc., a wholly-owned subsidiary, provides Passenger
Charter services nationwide to individuals and businesses. The company operated a total of 129
aircraft, 113 for its cargo airline and 16 for its passenger charter airline at June 30, 2005,
located strategically throughout the United States. To find out more, visit AirNets website at
www.airnet.com
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Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Except for the historical information contained in this release of AirNet Systems, Inc., the
matters discussed, including, but not limited to, information regarding future economic performance
and plans and objectives of AirNets management, are forward-looking statements that involve risks
and uncertainties. When used in this release, the words believe, anticipate, estimate,
expect, intend, may, plan, project and similar expressions are intended to be among
statements that identify forward-looking statements. Such statements involve risks and
uncertainties including, but not limited to, the following which could cause actual results to
differ materially from any forward-looking statement: potential regulatory changes by the Federal
Aviation Administration (FAA), Department of Transportation (DOT) and Transportation Security
Administration (TSA), which could increase the regulation of AirNets business, or the Federal
Reserve, which could change the competitive environment of transporting canceled checks; changes in
check processing and shipment patterns of bank customers; the continued acceleration of migration
of AirNets Bank customers to electronic alternatives to the physical movement of cancelled checks;
disruptions to operations due to adverse weather conditions, air traffic-control-related
constraints or aircraft accidents; potential further declines in the values of aircraft in AirNets
fleet and any related asset impairment charges; the ability to successfully market the Passenger
Charter business in light of global changes in the commercial airline industry; potential changes
in locally and federally mandated security requirements; increases in aviation fuel costs not fully
offset by AirNets fuel surcharge program; acts of war and terrorist activities; the acceptance of
AirNets time-critical service offerings within targeted Express markets; technological advances
and increases in the use of electronic funds transfers; the availability and cost of financing
required for operations; the impact of unusual items resulting from ongoing evaluation of our
business strategies; as well as other economic, competitive and domestic and foreign governmental
factors affecting AirNets markets, prices and other facets of its operations, and, while AirNet
expects to be able to enter into a definitive agreement with the private equity investment firm,
there can be no assurances that such an agreement will be executed or that, if it is, it will
contain the same terms as those described herein. Should one or more of these risks or
uncertainties materialize, or should underlying assumptions prove incorrect, actual outcomes may
vary materially from those indicated. Please refer to the sections captioned Forward-looking
statements and Risk factors in Item 7 of the Annual Report on Form 10-K for the fiscal year
ended December 31, 2004 of AirNet Systems, Inc. for additional details relating to risk factors
that could affect AirNets results and cause those results to differ materially from those
expressed in forward-looking statements.