SOURCE: River Hawk Aviation, Inc.

September 06, 2007 09:15 ET

River Hawk CEO Outlines Capital Structure and Forward-Looking Plan

TRAVERSE CITY, MI--(Marketwire - September 6, 2007) - River Hawk Aviation, Inc. (PINKSHEETS: RHWA) (River Hawk) issued a statement explaining the changes in its capital structure and its expected role in future acquisitions and financing.

River Hawk previously announced that it intends to reverse its common shares on a 1 share for 30 share basis. Prior to the implementation of the reverse split, 5,129,412 shares of common stock had been issued and were outstanding. Upon the completion of reverse stock split, 170,981 shares of common stock will be outstanding. Following the recapitalization, the Company's present common share authorization will be 550 million shares.

In addition, the Company has preferred share authorization of 25 million shares which consists of a preferred class A and preferred class B series. Preferred class A shares provide for conversion to common stock on a share for share basis and also provide enhanced voting rights and Preferred class B shares provide a coupon rate or dividend rate of 8% as well as conversion to common stock rights. The preferred share authorization was unaffected by the reverse stock split of the Company's common shares.

Pursuant to the completion of a recent merger with Profile Aviation Services, Inc. and Profile Aviation Center, Inc. (Profile) 3.5 million shares of preferred class A and 2.0 million shares of preferred class B shares were issued.

Pursuant to the completion of an asset purchase agreement with privately held River Hawk Aviation, Inc. (RHA) 1.5 million shares of preferred class A and 4.0 million shares of preferred class B shares were issued.

Calvin Humphrey, CEO of River Hawk, commented, "We take pride in the recent successes of our organization in completing the acquisitions of Profile and RHA. However, in completing these acquisitions and positioning this organization to move forward so that we may make other acquisitions of aviation and aviation-related companies it has been necessary to make these changes to our capital structure. It is our expectation that a post reverse value of our common stock will increase on a price per share basis. We believe that a higher, more stable market price on our common shares will expand our opportunities with acquisition candidates as well financing sources."

Mr. Humphrey added, "Looking forward, we hope to be able to expand our holdings via acquisitions and to be further able to add significant value to our holdings via revenue expansion and cost efficiencies. At present, we are searching out prospective acquisition candidates and intend to focus on complementary operating companies to our Profile and RHA subsidiaries. Additionally, we are concentrating our internal efforts on expanding our marketing & sales efforts to add revenues to our Profile and RHA subsidiaries and we expect to be able to report on the results of our efforts shortly."

About River Hawk Aviation, Inc.

River Hawk Aviation, Inc., is a holding company concentrating on the acquisition and development of aviation niche companies. Presently, the Company's operating subsidiary base is comprised of Profile Aviation Center, Inc. and Profile Services, Inc. of Hickory, North Carolina. The Company has also agreed to acquire River Hawk Aviation, Inc. (a private entity) of San Antonio, Texas and upon satisfaction of certain terms and conditions of the agreement expects to take control of this corporation soon.

The combined synergies associated with the Company's current holdings will provide revenues from charter aircraft operations, aviation management services to private aircraft owners, certified aircraft maintenance services, fueling and other fixed base operation services as well as aviation parts and components sales within the aviation industry with a specialization in Saab and other commuter aircraft parts and components. The Company and its subsidiaries are also able to offer consulting services, marketing and appraisals to the aviation community. At present, the Company maintains offices and a fixed base operation including aviation hangars in Hickory, North Carolina, offices and inventory warehousing in San Antonio, Texas, and executive offices in Michigan.

The Company's plan for future growth and development will focus on the acquisition of aviation-related operating businesses and airlines that display the potential for restructuring into profitable and sustainable aviation-related growth concerns.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended ("the Exchange Act"), and as such, may involve risks and uncertainties. Forward-looking statements which are based upon certain assumptions and describe future plans, strategies and expectations, are generally identifiable by the use of words as "believe," "expect," "intend," "anticipate," "project," or other similar expressions. These forward-looking statements relate to, among other things, future performance, and perceived opportunities in the market and statements regarding the Company's mission and vision. The Company's actual results, performance and achievements may differ materially from the results, performance, and achievements expressed or implied in such forward-looking statements. Additional factors that could materially affect these forward-looking statements and/or predictions include, among other things: (1) managing acquisitions and expansion of operations; (2) our ability to obtain necessary financing and to manage existing debt; (3) the risks inherent in the investigation, involvement and acquisition of a new business opportunity; (4) the Company's ability to comply with federal, state and local government and international regulations; and (5) other factors over which we have little or no control. Further information on potential factors that could affect River Hawk Aviation, Inc. is found in the Company's Form 10-K and other documents filed with the U. S. Securities and Exchange Commission.

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