Notice of Exempt Solicitation. Definitive Material. (px14a6g)
May 28 2020 - 3:22PM
Edgar (US Regulatory)
UNITED STATES
SECURITES AND EXCHANGE COMMISSION
Washington, D.C. 20549
NOTICE OF EXEMPT SOLICITATION (VOLUNTARY
SUBMISSION)
|
1.
|
Name
of the Registrant:
|
AEROCENTURY CORP.
|
2.
|
Name
of the person relying on exemption:
|
PARAGON TECHNOLOGIES, INC.
|
3.
|
Address
of person relying on exemption:
|
101 Larry Holmes Drive, Suite 500, Easton,
PA 18042
|
4.
|
Written
Materials. Attached is written material voluntarily submitted pursuant to Rule 14a-6(g)(1).
|
Paragon Calls on AeroCentury Corp. to
Postpone Uncertain Annual Meeting
ATLANTA, GA – May 27, 2020 –
Paragon Technologies, Inc., one of the largest shareholders of AeroCentury Corp., has called on AeroCentury Corp. (NYSE American:
ACY) to delay its hastily called and uncertain 2020 annual meeting to give shareholders the full and fair opportunity to nominate
director candidates for election to the board of directors.
AeroCentury announced on May 5, 2020 that
it has entered into a forbearance agreement with its principal lenders that requires the company to take action to effectuate a
forced strategic transaction or face an immediate event of default. In addition, AeroCentury disclosed on May 14,
2020 that it is delaying the filing of its Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2020 beyond the
regular filing deadline.
AeroCentury delayed its annual meeting
from the usual timing of early May and abruptly filed and mailed a proxy statement on May 1, 2020 for a proposed annual meeting
on June 9, 2020. Surprisingly, AeroCentury informed shareholders that it “may determine that it is in the best
interest of our stockholders to change the date, time or location of the 2020 Annual Meeting of Stockholders,” causing uncertainty
as to when and if the annual meeting will actually be held.
In light of the significant developments
in AeroCentury’s financial circumstances and the actions taken by its board, Paragon calls on the board to postpone the annual
meeting for a period of at least 90 days from the currently scheduled date to allow shareholders a reasonable opportunity to offer
alternative director candidates for shareholders to vote on. In this regard, Paragon has provided potential director
candidates to the board for consideration.
“AeroCentury today, we believe, is
on the verge of bankruptcy,” noted Sham Gad, Chairman and CEO of Paragon Technologies, “On May 15, we delivered a letter
to the AeroCentury board outlining the dire financial and operational concerns the company is facing.”
“More so, we believe shareholder
rights are being neglected by various corporate governance issues including the staggered board terms that elects directors for
three years. The Company needs a fresh perspective and a new vision if there is going to be any equity value remaining at the end
of day. For months, we have tried to proactively and constructively engage with the Board and management, only to be ignored while
watching the ship sink deeper and deeper into an abyss.”
Mr. Gad further states, “We have
presented ACY with candidates that offer the qualifications and experience that can help deliver a new plan that drives success
for all stakeholders. But time is quickly running out. We appreciate the confidence and support we have gotten from existing shareholders
and we are ready to begin the hard and challenging job of transforming ACY into a specialized profitable aircraft lessor serving
a more lucrative market.”
If you are a shareholder of AeroCentury,
we would like to hear from you. Please contact Sham Gad, the Chairman and President of Paragon, at info@pgntgroup.com
so that we can provide you with additional information regarding our efforts to facilitate shareholder input and effectuate
positive change at AeroCentury.
* * *
Contact:
Paragon Technologies, Inc.
Sham M. Gad
706-340-4817
info@pgntgroup.com
Aerocentury (AMEX:ACY)
Historical Stock Chart
From Apr 2024 to May 2024
Aerocentury (AMEX:ACY)
Historical Stock Chart
From May 2023 to May 2024