Attached files
file | filename |
---|---|
8-K - FORM 8-K - ALLIED DEFENSE GROUP INC | c05614e8vk.htm |
EX-10.1 - EXHIBIT 10.1 - ALLIED DEFENSE GROUP INC | c05614exv10w1.htm |
Exhibit 99.1

For More Information, Contact:
Maria Walker
Investor Relations
703-847-5268
Maria Walker
Investor Relations
703-847-5268
THE ALLIED DEFENSE GROUP ANNOUNCES COMPLETION OF ASSET SALE TO CHEMRING
VIENNA, Virginia, September 1, 2010 The Allied Defense Group, Inc. (NYSE Amex: ADG) announced
that it completed the previously announced sale of substantially all of its assets to Chemring.
Chemring paid approximately $59.6 million in cash and assumed certain specified liabilities in
exchange for all of the capital stock of Mecar sprl (formerly Mecar SA), a wholly owned subsidiary
of ADG, and substantially all of the assets of Mecar USA, Inc., another wholly owned subsidiary of
ADG.
ADG has no significant operating assets as a result of the asset sale. As previously announced, ADG
will reconvene the adjourned special meeting of its stockholders at 10:00 a.m. on September 30,
2010 at 8000 Towers Crescent Drive, Suite 260, Vienna, Virginia 22182 in order to vote on a
proposal to dissolve ADG.
In connection with the consummation of the asset sale, the Board of Directors of ADG now consists
of Major General (Ret.) John G. Meyer, Jr. and Charles S. Ream. The other directors, including
CEO Major General (Ret.) John J. Marcello, resigned upon the consummation of the asset sale.
Houlihan Lokey acted as ADGs financial advisor on the asset sale and provided ADGs board of
directors with a fairness opinion. Baxter, Baker, Sidle, Conn & Jones, P.A. and Hogan Lovells US
LLP served as ADGs legal advisors.
Additional Information and Where to Find It
This communication may be deemed to be a solicitation of proxies from the stockholders of ADG in
connection with the proposed dissolution of ADG. ADG has filed a definitive proxy statement and
relevant documents concerning the proposed dissolution. The proxy statement was mailed on or about
July 28, 2010 to the stockholders of record as of July 26, 2010. A supplement to the proxy
statement describing developments relating to the dissolution proposal was mailed to the same
stockholders of record on or about August 26, 2010. Investors and security holders of ADG are
urged to read the proxy statement, the proxy statement supplement and any other relevant documents
filed with the SEC because they contain important information about ADG and the proposed
dissolution. The proxy statement and any other documents filed by ADG with the SEC may be obtained
free of charge at the SECs web site at www.sec.gov. In addition, investors and security holders
may obtain free copies of the documents filed with the SEC by ADG by contacting Investor Relations,
The Allied Defense Group, Inc., 8000 Towers Crescent Drive, Suite 260, Vienna, Virginia 22182,
telephone number (703) 847-5268. Investors and security holders are urged to read the proxy
statement, the proxy statement supplement and the other relevant materials before making any voting
or investment decision with respect to the proposed asset sale.
Safe Harbor for Forward-Looking Statements
Certain statements contained herein are forward looking statements as such term is defined in the
Private Securities Litigation Reform Act of 1995. Because statements include risks and
uncertainties, actual results may differ materially from those expressed or implied and include,
but are not limited to, those discussed in filings by ADG with the SEC.