Fortress International Group Executives Convert $3.5mm of Sellers' Notes to Stock...
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Fortress International Group Executives Convert $3.5mm of Sellers' Notes to
Stock at Original Conversion Price of $7.50 per Share
Executive and Board Compensation is Reduced by $750,000 Annually
COLUMBIA, Md., Aug. 27 /PRNewswire-FirstCall/ -- Fortress International
Group (Nasdaq: FIGI), a company providing comprehensive services for the
planning, design and development of mission-critical facilities and
information infrastructure, today announced that its two most senior
executives, Tom Rosato, CEO and Jerry Gallagher, President, converted
$3,500,000 of seller's notes to equity at the original $7.50 share price. This
action has eliminated the balance of the Rosato note in full on the balance
sheet. Gallagher agreed to defer interest and principal payments on the
balance of his note until the first quarter of 2010. These actions will reduce
cash payments on the notes of approximately $225k in 2008 and $2.3mm in 2009.
In addition to this restructuring of the balance sheet Messrs. Rosato,
Gallagher and members of the board of directors took reductions in their
annual compensation totaling $750,000, none of which was replaced in stock
compensation. It had previously been disclosed that members of the board of
directors would receive stock compensation in lieu of reduced cash
compensation.
Commenting on the announcement, Tom Rosato said, "Our decision to convert
a sizeable portion of our note will not only reduce debt, improve cash flow
and enhance the balance sheet of the company, but it should also serve as a
demonstration of the complete confidence we have in our business model and
ability to move from a period of slow backlog turnover to profitable quarters.
Along with significant pay cuts taken by Gallagher and myself, the pay
reduction of board members and additional overhead reduction measures, these
actions will assist the company in recovering its EBITDA losses experienced in
the past six quarters. My sole interest is to bring our company to cash flow
positive and in the process increase shareholder value to our investors."
Jerry Gallagher, President, added: "We are securing business with
outstanding customers who trust us with the engineering and development of
their critical assets and resources. Our Technology Consulting business is
very strong and for those who understand our business model, TC is the
precursor to projects with large positive cash flow. Because of this, I am
joining with Tom, to make similar concessions regarding salary as well as
converting $1 million of my seller note to stock. I am also restructuring the
balance of my seller note to delay principal payments and interest payments
until March 2010."
About Fortress International Group Inc.
Fortress International Group Inc. (FIGI) and its subsidiaries Total Site
Solutions, Rubicon, Vortech, and Innovative Power, plan, design, build and
maintain specialized facilities such as data centers, trading floors, call
centers, laboratories, medical facilities, network operation centers,
communication facilities, and secure facilities. For nearly 30 years, the FIGI
team has pioneered building robust and scalable infrastructure into
mission-critical facilities. The firm offers unsurpassed expertise in the
infrastructure systems (electrical, mechanical, telecommunications, security,
fire protection and building automation) that are the critical facility's
lifeblood. FIGI's comprehensive portfolio of services and multi-disciplinary
expertise provide customers a highly respected single source for critical
services that bridge the gap between IT and facilities.
Forward-Looking Statements
This release may contain "forward-looking statements" -- that is,
statements related to future -- not past -- events, plans, and prospects. In
this context, forward-looking statements may address matters such as our
expected future business and financial performance, and often contain words
such as "guidance," "expects," "anticipates," "intends," "plans," "believes,"
"seeks," "should," or "will." Forward-looking statements by their nature
address matters that are, to different degrees, uncertain. Particular
uncertainties that could adversely or positively affect the company's future
results include: the company's reliance on a significant portion of its
revenues from a limited number of customers; the uncertainty as to whether the
company can replace its declining backlog; risks involved in properly managing
complex projects; risks relating to revenues under customer contracts, many of
which can be canceled on short notice; risks related to the implementation of
the company's strategic plan, including the ability to make acquisitions and
the performance and future integration of acquired businesses; and other risks
and uncertainties disclosed in the company's filings with the Securities and
Exchange Commission. These uncertainties may cause the company's actual future
results to be materially different than those expressed in the company's
forward-looking statements. The company does not undertake to update its
forward-looking statements.
Company Contact: Investor Relations:
Tom Rosato John McNamara
Chief Executive Officer Cameron Associates
Fortress International Group, Inc. Phone: (212) 245-8800 Ext. 205
Phone: (410) 423-7438 john@cameronassoc.com
SOURCE Fortress International Group
Tom Rosato, Chief Executive Officer of Fortress International Group, Inc.,
+1-410-423-7438; or Investor Relations, John McNamara of Cameron Associates
for Fortress International Group, Inc., +1-212-245-8800 Ext. 205,
john@cameronassoc.com
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