SOURCE: The Office of Ahmed Hussein

July 01, 2008 08:30 ET

Ahmed Hussein Discloses His Nomination of Six Director Candidates for the Quality Systems Board

Proposes Slate of Highly Qualified and Experienced Nominees Dedicated to Improving Operating Performance and Enhancing Corporate Governance

NEW YORK, NY--(Marketwire - July 1, 2008) - Ahmed Hussein today announced that he intends to solicit proxies relating to the 2008 annual meeting of stockholders of Quality Systems, Inc. (NASDAQ: QSII) to elect six highly qualified and experienced individuals, including himself, to the Quality Systems Board of Directors. Dr. Hussein detailed his intention in a written notice that is being delivered to Quality Systems today and which will be made publicly available when it is filed with the Securities and Exchange Commission. Dr. Hussein beneficially owns 4,654,100 shares of Quality Systems common stock representing approximately 17% of Quality Systems' issued and outstanding shares, based upon the amount of shares indicated as being outstanding as of June 1, 2008 in Quality Systems' Annual Report on Form 10-K for its fiscal year ended March 31, 2008. Dr. Hussein is currently one of the independent members of the Quality Systems Board of Directors and has served on the Quality Systems Board since 1999. He has been a stockholder of Quality Systems since 1982. Dr. Hussein believes that his nominees will strengthen Quality Systems' Board by adding independent directors with a stockholder orientation, a broad range of relevant experiences, and a firm commitment to improving the operating performance and corporate governance of Quality Systems.

"For over a quarter of a century, I have been involved with Quality Systems and committed to its success. As a major long-term stockholder, my interests are aligned with virtually all stockholders. I believe that a more independent Board of Directors will enhance both investor confidence in Quality Systems and the ability of the Board to conduct its business free from any undue or inappropriate influences or the appearance that such influences are being exerted. However, it has become apparent to me that these urgently needed corporate governance reforms can only be successfully adopted and implemented after significant changes are made to the current membership and leadership of Quality Systems' Board of Directors, particularly given that its leadership is wedded to, and has a vested stake in, the preservation of the status quo," said Ahmed Hussein. "In recent months, I have attempted on a number of occasions to engage the Board's Chairman in a constructive dialogue concerning what I believe to be the urgent need to have the Company upgrade its corporate governance practices so that they are more in line with those advocated by leading corporate governance groups like RiskMetrics ISS Governance Services. Not surprisingly, my efforts have been blocked and frustrated at every turn, making this proxy contest not only inevitable but necessary if the interests of stockholders to be protected.

"As directors of a reconstituted Board, my nominees will take immediate action to upgrade the Company's corporate governance practices and implement a new strategy for growing worldwide revenues and increasing returns for investors. My nominees are successful and experienced professionals who will provide fresh thinking, fresh perspectives and fresh ideas. My fellow Quality Systems stockholders should be entitled to the opportunity to vote for an alternative slate of director nominees.

"I believe that just the presence of an alternative slate of director nominees will benefit all stockholders and will increase the likelihood that meaningful actions will be taken by the Company to benefit Quality Systems and its stockholders."

Ahmed Hussein's six director nominees, including himself, form a highly qualified, experienced and dedicated team that is committed to positioning Quality Systems for long-term growth and profitability, delivering value for stockholders and improving corporate governance. If elected, they will be actively engaged in guiding Quality Systems' senior management, and holding them accountable for adhering to the highest standard of corporate governance and for delivering consistent revenue growth and profitability.

In addition to the election of his nominees, Ahmed Hussein is also notifying Quality Systems that he will also be soliciting proxies in support of a stockholder proposal to replace the definition of independent director contained in the Quality Systems Bylaws with the definition of independent outside director advocated by RiskMetrics ISS Governance Services and a stockholder proposal intended to prevent the current Board members from seeking to entrench themselves and frustrate the will of the stockholders by, among other things, creating obstacles to providing Quality Systems stockholders with the choice and opportunity to vote for Dr. Hussein's nominees.

Ahmed Hussein also announced today that, in connection with his intended solicitation of proxies to be used at the 2008 annual meeting of stockholders, he has retained the law firm of Blank Rome LLP as his legal advisor and The Altman Group, Inc. as his proxy solicitor.

Nominees Fully Committed to Driving Stockholder Value and Improving Corporate Governance

Dr. Hussein has assembled the following slate of highly qualified and experienced nominees who, if elected, will provide Quality Systems with the strong leadership and strategic direction necessary to drive and enhance stockholder value and improve corporate governance. They are fully committed to serving in the best interests of all stockholders. The nominees beneficially own, in the aggregate, 4,654,100 shares of Quality Systems' common stock, representing approximately 17% of the issued and outstanding shares, based upon the amount of shares reported to be issued and outstanding in Quality Systems' Annual Report on Form 10-K for its fiscal year ended March 31, 2008.

Nominees that are current directors of Quality Systems:

--  Ahmed Hussein - Dr. Hussein is, and has been since 1999, a director of
    Quality Systems, and has been a stockholder of Quality Systems since 1982.
    Dr. Hussein is the Chairman of the Board of Directors of National
    Investment Company, Cairo, Egypt. Dr. Hussein founded National Investment
    Company in 1996 and has served as a member of its Board of Directors since
    its inception and as Chairman since 1999. Dr. Hussein served as a Senior
    Vice President of Dean Witter from 1993 to 1996 and, earlier, served as an
    investment banker with various firms, including L.F. Rothschild, Prudential
    Bache Securities, Oppenheimer & Co., Smith Barney and Shearson Lehman
    Hutton. Dr. Hussein is a director of the Six of October University, and the
    Chairman of the Board of Directors of Nobria Agriculture, a publicly held
    company. Dr. Hussein holds a Bachelors degree in Electrical Engineering
    from Cairo University, a Masters of Science degree from the American
    University of Cairo, a Postgraduate degree in Statistics from Cairo
    University, a Masters of Science degree in Mathematics from the Polytechnic
    Institute of New York, and a Doctorate degree in Electrical Engineering
    from the Polytechnic Institute of New York. Over the years, Dr. Hussein has
    made numerous contributions to professional journals and is the recipient
    of numerous awards of recognition, including a Fulbright fellowship and a
    gold medal from Cairo University.
    
--  Ibrahim Fawzy - Dr. Fawzy is, and has been since 2005, a director of
    Quality Systems. Dr. Fawzy is an emeritus professor of Mechanical
    Engineering at Cairo University in Egypt. He is also the President of Fawzy
    Consultancy, which he founded in 1999 and which does work in the fields of
    industry and investment in Egypt and the Arab world. Dr. Fawzy received his
    Bachelors degree in Mechanical Engineering in 1962 from Cairo University
    and his PhD in 1968 from University College London in England. Throughout
    his academic career, Dr. Fawzy has taught many courses in Mechanical
    Engineering at Cairo University as well as teaching for two years at the
    University of London. Between 1979 and 1983 he served as Cultural Attaché
    at the Egyptian Embassy in London. His research papers have been published
    in leading specialized periodicals including the Proceedings and
    Philosophical Transactions of the Royal Society in London. Dr. Fawzy also
    served as the Cabinet Minister of Industry and Mineral Wealth in the
    Egyptian Government from 1993-1996. In this post, he had the top
    responsibility for all projects and plans of the Egyptian Government in
    industry and Mineral Wealth. From 1996-1999 he was appointed as the
    Chairman and CEO of the General Authority for Investment and Free Zones
    where he oversaw all private sector companies in Egypt including Egyptian
    and foreign companies. At present, in addition to serving as a director of
    QSI, Dr. Fawzy is a director of Olympic Group for Financial Investments,
    Egyptians Abroad Investment and Development Co. and Egyptians Abroad for
    Portfolio Management, all publicly-held companies based in Egypt. Dr. Fawzy
    also serves as the Chairman of Egyptians Co. for Housing, Development &
    Reconstruction, a publicly-held company based in Egypt.
    
--  Edwin Hoffman - Dr. Hoffman is, and has been since 2006, a director of
    Quality Systems. Dr. Hoffman is currently a self-employed engineering
    consultant. In 1972, he co-founded Osborne-Hoffman, Inc., a security
    industry company where he was President and Chief Executive Officer until
    its acquisition in 2002 by the General Electric Company. The company's
    principal products are central station receivers for monitoring alarm
    systems. Osborne-Hoffman is now a General Electric brand. From 2002 to
    2007, Dr. Hoffman was President of O-H Inc., an engineering consulting firm
    and consultant to General Electric. Prior to joining Osborne-Hoffman, Dr.
    Hoffman held engineering positions at Bell Laboratories and Litton
    Industries and a financial position at the Hanover Bank. Dr. Hoffman holds
    a Bachelors of Science Degree in Electrical Engineering from City College,
    New York, a Masters of Science Degree in Electrical Engineering and a
    Doctorate Degree in Electrical Engineering from the Polytechnic Institute
    of Brooklyn. He is the author of 10 technical papers and is the named
    inventor on two patents filed with the U.S. Patent and Trademark Office.
    

Non-incumbent nominees:

--  Murray Brennan, M.D. - Dr. Brennan is Emeritus Chairman of the
    Memorial Sloan-Kettering Cancer Center's Department of Surgery and
    previously served as Chairman from 1985 to 2007. Dr. Brennan has lectured
    and been a visiting professor throughout the world and has authored more
    than 800 scientific papers. He has served as director of the American Board
    of Surgery, Chairman of the American College of Surgeons Commission on
    Cancer, President of the Society of Surgical Oncology, President of the
    American Surgical Association, the oldest and most prestigious surgical
    association in the United States, and Vice President of the American
    College of Surgeons. Dr. Brennan is currently a member of the National
    Academy of Sciences. He is the recipient of numerous honors and medals for
    his leadership of surgery and oncology worldwide. He serves on the Board of
    Directors of Ziopharm Oncology, Inc., a publicly-held biopharmaceutical
    company engaged in the development and commercialization of a diverse, risk-
    sensitive portfolio of in-licensed cancer drugs to address unmet medical
    needs. Dr. Brennan also serves on the Board of Directors of the de Beaumont
    Foundation.
    
--  Thomas R. DiBenedetto - Mr. DiBenedetto is the president, founder of
    principal stockholder of Boston International Group, Inc., an investment
    management firm, since 1983; president, founder and principal stockholder
    of Junction Investors Ltd., an investment management firm, since 1992. Mr.
    DiBenedetto serves on the Board of Directors of Alexander's Inc., a New
    York based Real Estate Investment Trust and several private companies. He
    is also a limited partner of the Boston Red Sox Baseball Club. He was
    formerly a director of NWH, Inc. whose principal subsidiary, Electronic
    Network Systems, Inc. is a medical claims processing company. NWH was sold
    to Ingenix in 2006. Mr. DiBenedetto was also a director of Voice Signal
    Technologies, Inc., a voice recognition business which was sold to Nuance
    Communications, Inc. in 2007. Mr. DiBenedetto also serves as Chairman of
    Jefferson Waterman International, a Washington D.C. based business
    intelligence and government relations firm; a director of ProSecure, a
    Middle-East based security firm; and two Moscow based entities: Infotecs
    International, an internet security firm; and Athena Holdings, LLC, a real
    estate and mining company. Mr. DiBenedetto is a member of the Board of
    Trustees of: Trinity College in Hartford Connecticut, Boston Biomedical
    Research Institute, Canterbury School in Ft. Myers, Florida, Kents Hill
    School in Kents Hill, Maine, the Nahant Preservation Trust in Nahant
    Massachusetts and the Ted Williams Museum in Florida. In addition, he is an
    incorporator of the Perkins School for the Blind, Massachusetts General
    Hospital, and The Joslin Diabetes Center. He has also served on the
    Leadership Council at the John F. Kennedy School of Government's Center for
    Business and Government at Harvard University. Mr. DiBenedetto was
    previously employed by Morgan, Stanley & Co., Salomon Brothers Inc. and
    Allen & Company, all investment banking firms located in New York City. Mr.
    DiBenedetto holds a Bachelor's degree in Economics, with honors, from
    Trinity College and an M.B.A. from the University of Pennsylvania's Wharton
    School of Business. He has also served as a research fellow at the
    Massachusetts Institute of Technology.
    
--  Joseph D. Stilwell - Mr. Stilwell is a private investment manager, and
    since 1993, has overseen the Stilwell Group of Funds, a series of private
    limited partnerships organized to invest in securities. Mr. Stilwell is on
    the board of directors of American Physicians Capital, Inc., a publicly-
    held provider of medical professional liability insurance, and serves as
    chairman of the compensation committee and member of the executive,
    investment, and mergers and acquisition committees of such company. Mr.
    Stilwell received a Bachelor of Science degree in Economics from The
    Wharton School of the University of Pennsylvania.
    

IMPORTANT INFORMATION

Ahmed Hussein intends to make a preliminary filing with the Securities and Exchange Commission of a proxy statement and an accompanying proxy card to be used to solicit proxies in connection with Quality Systems' 2008 annual meeting of stockholders. Stockholders are advised to read the proxy statement and other documents related to the solicitation of proxies from stockholders of Quality Systems for use at the 2008 annual meeting when they become available because they will contain important information, including information relating to the participants in such proxy solicitation. When completed, a definitive proxy statement and a form of proxy will be mailed to Quality Systems' stockholders and will be available, along with other relevant documents, at no charge, at the Securities and Exchange Commission's website at http://www.sec.gov.

Contact Information

  • Media Contact:
    Ahmed Hussein
    Telephone: (212) 332-1700
    Facsimile: (212) 332-2599

    Investor Contact:
    Kenneth L. Altman
    The Altman Group, Inc.
    Telephone: (212) 681-9600
    Facsimile: (212) 681-1383