Taglich Brothers – PRESS RELEASES
NEW YORK, July 17, 2012 - Air Industries Group, Inc. (the "Company" or "Air Industries") announces the completion of a Private Placement of Common Stock and Conversion of Junior Subordinated Notes to Common Stock. Air Industries also announces that it will host an investor conference call to discuss the Nassau Tool Works acquisition on Wednesday July 18, 2012 at 11:00 am Eastern Time.
Air Industries today announced the completion of a Private Placement of 1,198,000 shares of its common stock at a price of $ 6.00 per share. The Company received a total of $ 6,528,000 net of commissions and estimated expenses. These funds were used to satisfy a portion of the purchase price for the previously announced acquisition of Nassau Tool Works. In addition the holders of $ 5,320,000 principal amount of the Company’s junior subordinated notes elected to exchange their notes for common stock at a rate of $ 6.00 per share, resulting in the issuance of an additional 867,000 shares of common stock. Following the conversion $ 1,000,000 principal amount of the Company’s junior subordinated notes remaining outstanding. The maturity of these remain notes has been extended to December 2016.
The components of the Company’s debt and stockholders equity after giving effect to the private placement and the conversion of junior subordinated notes, together with the increased borrowings under the Company’s credit facility with PNC Bank are shown below on a pro-forma basis.
|Components of Debt and Stockholders Equity:|
|(all amounts in 000's)|
|Revolving Credit Line||$11,690||$1,741||$13,431|
|Jr. Subordinated Notes||6,320||(5,320)||1,000|
|Issued in Note Conversion||-||867||867|
|Issued in Offering||-||1,198||1,198|
|Issued to former owners of Nassau Tool||-||67||67|
Investor Conference Call: Air Industries will host an investor conference call on Wednesday July 18, 2012 at 11:00 am Eastern Time Shareholders and other interested individuals can access the conference call by dialing 1-888-427-9419 and using access code 4939370. Please call-in 10 minutes prior to the call to ensure that you are connected to the call before it begins.
Mr. Peter Rettaliata, Chief Executive Officer of Air Industries commented: "The Private Placement of our common stock together with conversion of our junior subordinated notes to common stock have greatly strengthened our balance sheet. Stockholders equity has more than doubled from about $ 5.8 million to over $ 11.9 million. Despite our acquisition of Nassau Tool Works, our total debt has increased only marginally by approximately $ 320 thousand. Our debt to equity ratio, before these transactions was 3.3 to 1, and is now approximately 1.1 to 1. Air Industries is financially now a much stronger competitor better able to aggressively seek new business and further acquisitions."
ABOUT AIR INDUSTRIES GROUP, INC.
Air Industries Group, Inc. (AIRI.PK) is an integrated manufacturer of precision equipment assemblies and components for leading aerospace and defense prime contractors. Air Industries designs and manufactures flight critical products including flight safety parts, landing gear and components, arresting gear, flight controls, sheet metal fabrications and ground support equipment.
Certain matters discussed in this press release are 'forward-looking statements' intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. In particular, the Company's statements regarding trends in the marketplace, the ability to realize firm backlog and projected backlog, potential future results and acquisitions, are examples of such forward-looking statements. The forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the timing of projects due to variability in size, scope and duration, the inherent discrepancy in actual results from estimates, projections and forecasts made by management regulatory delays, changes in government funding and budgets, and other factors, including general economic conditions, not within the Company's control The factors discussed herein and expressed from time to time in the Company's filings with the Securities and Exchange Commission could cause actual results and developments to be materially different from those expressed in or implied by such statements. The forward-looking statements are made only as of the date of this press release and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.
The presentation discussed on this call contains numerous financial metrics that are not necessarily in conformance with GAAP for example, EBITDA and Adjusted EBITDA, while other metrics are presented on a Pro-forma or As Adjusted basis. Although the Company considers such metrics useful for measuring its performance, they should not be considered a substitute for metrics developed and presented in accordance with generally accepted accounting principles. Air Industries periodically distributes its audited and unaudited financial information and makes such information available online at its website www.airindustriesgroup.com and prospective investors are invited to review such information.
Taglich Brothers, Inc.