SOURCE: American Defense Systems, Inc.

American Defense Systems, Inc.

March 21, 2011 09:00 ET

American Defense Systems Signs Definitive Agreement to Eliminate $16.5 Million Series A Preferred Stock Obligation

HICKSVILLE, NY--(Marketwire - March 21, 2011) - American Defense Systems, Inc. (ADSI or the "Company") (NYSE Amex: EAG), a leading provider of advanced transparent and opaque armor, architectural hardening and security products for Defense and Homeland Security, announced today that it has signed a definitive agreement with its Series A Preferred Stockholders to cancel 100% of the Company's preferred stock obligations.

Under the terms of the agreement, the Company will sell its American Physical Security Group, LLC (APSG) subsidiary to West Coast Opportunity Fund, LLC (WCOF) and Centaur Value Fund, LP (CVF). In return, WCOF and CVF will surrender their shares of Series A Preferred Stock having an aggregate stated value of $15,000,000 as well as their $1,500,000 redemption premium and pay or cause ADSI to be paid $1,000,000 in cash. ADSI will retain a six month option to repurchase APSG for cash in the amount equal to the sum of $15.5 million plus the amount of any net investment made in APSG concurrently with or following the close of the transactions outlined herein. 

The deal is expected to be completed by March 31, 2011.

ADSI CEO Anthony J. Piscitelli commented, "We are excited to have finally signed this agreement with our Series A preferred stockholders. The cancellation of our preferred stock obligations allows us to operate without the specter of a large stock overhang, thus creating a more attractive investment option for new retail and institutional investors. Furthermore, this deal is not dilutive at all to our current stockholders. We look forward to securing new major contracts that will help ensure ADSI's return to profitability in the near future. I know that our stockholders have been waiting for this for some time and we are certain that they share in our excitement regarding this announcement as it could potentially represent a substantial gain for all of our stockholders." 

About American Defense Systems, Inc.
American Defense Systems, Inc. (ADSI) (NYSE Amex: EAG) offers advanced solutions in the design, fabrication, and installation of transparent and opaque armor, security doors, windows and curtain wall systems for use by military, law enforcement, homeland defense and corporate customers. ADSI engineers also specialize in developing innovative, functional and aesthetically pleasing security applications for the mobile and fixed infrastructure physical security industry. For more information about American Defense Systems, go to www.adsiarmor.com.

Contact Information

  • Company Contacts:
    Roger Ward
    V.P. of Marketing & Investor Relations
    American Defense Systems, Inc.
    Tel 516-390-5300, x326
    Email Contact